Home/Filings/4/0000899243-23-012031
4//SEC Filing

Kaushal Mohit 4

Accession 0000899243-23-012031

CIK 0001564406other

Filed

May 1, 8:00 PM ET

Accepted

May 2, 7:56 PM ET

Size

9.2 KB

Accession

0000899243-23-012031

Insider Transaction Report

Form 4
Period: 2023-05-02
Transactions
  • Disposition to Issuer

    Common stock, $0.001 par value

    2023-05-02$39.00/sh215,224$8,393,7360 total
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2023-05-02$18.00/sh3,501$63,0180 total
    Exercise: $21.00Exp: 2030-08-05Common stock, $0.001 par value (3,501 underlying)
Footnotes (4)
  • [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of February 7, 2023 (the "Merger Agreement"), by and among the Issuer, CVS Pharmacy, Inc. ("Parent"), Halo Merger Sub Corp. ("Merger Sub") and, for the limited purposes set forth therein, CVS Health Corporation, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $39.00 per share in cash, without interest and subject to applicable tax withholdings (the "Per Share Price").
  • [F2](Continued from Footnote 1) The shares of the Issuer's common stock reported as disposed by the Reporting Person include vested restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically canceled and converted into the right to receive an amount in cash (without interest and subject to applicable tax withholdings) equal to the product of the Per Share Price multiplied by the number of shares of the Issuer's common stock subject to such RSUs as of immediately prior to the Effective Time.
  • [F3]Includes 219 shares of the Issuer's common stock which, following the transaction reported on the Reporting Person's Form 4 filed on November 8, 2021, were inadvertently omitted from the total shares of the Issuer's common stock reported as beneficially owned by the Reporting Person on subsequent Form 4s filed by the Reporting Person due to administrative error.
  • [F4]Pursuant to the Merger Agreement, this option was automatically canceled and converted into the right to receive an amount in cash (without interest and subject to applicable tax withholdings) equal to the number of shares of the Issuer's common stock subject to such option as of immediately prior to the Effective Time multiplied by the excess of the Per Share Price over the exercise price per share of such option.

Issuer

Oak Street Health, Inc.

CIK 0001564406

Entity typeother

Related Parties

1
  • filerCIK 0001683021

Filing Metadata

Form type
4
Filed
May 1, 8:00 PM ET
Accepted
May 2, 7:56 PM ET
Size
9.2 KB