5//SEC Filing
Stelben John J 5
Accession 0001206620-12-000002
CIK 0001054833other
Filed
Jan 31, 7:00 PM ET
Accepted
Feb 1, 4:54 PM ET
Size
10.5 KB
Accession
0001206620-12-000002
Insider Transaction Report
Form 5
Stelben John J
Sr VP and Interim CFO
Transactions
- Award
Common Stock
2011-12-31+331→ 75,441 total - Award
Common Stock
2011-12-31+1,713→ 199,729 total→ Common Stock (1,713 underlying)
Footnotes (12)
- [F1]Shares were acquired throughout the 2011 fiscal year in the reporting person's 401(k) Plan account and paid for through regular payroll deductions and employer matching contributions.
- [F10]There is no expiration date. The shares of phantom common stock become payable in cash six months following the reporting person's retirement or other termination of service as an officer of the Company.
- [F11]The shares of phantom common stock become payable in cash upon the reporting person's retirement or other termination of service as an officer of the Company.
- [F12]Includes the following: Table II Derivative Securities comprised of non-qualified stock options representing 188,795 shares of common stock granted in various years and vesting in equal annual increments over three-and four-year periods, held directly, and 10,934 shares of phantom common stock held directly in Coventry's 401(k) Restoration and Deferred Compensation Plan.
- [F2]Shares were acquired through payroll deduction and employer matching contributions throughout the 2011 fiscal year.
- [F3]Shares were acquired through payroll deduction and employer matching contributions at various prices at market value throughout the 2011 fiscal year.
- [F4]Includes the following: Table I- Non-Derivative Securities comprised of 20,243 shares held directly, 9,126 shares held indirectly by Managed Account (401(k) Plan) and 46,072 shares held outright as awards of restricted common stock with restrictions lapsed or lapsing in equal increments over four-year periods.
- [F5]See Footnote 4 for shares held directly and indirectly.
- [F6]There is no conversion or exercise price. The common stock was acquired by and in the name of the rabbi trust of Coventry's 401(k) Restoration and Deferred Compensation Plan and allocated to the reporting person's account. The phantom common stock will be paid out in cash six months following the reporting person's retirement or other termination of service at the closing market price of the shares on the date of distribution.
- [F7]Shares were acquired through regular payroll deduction on various dates at various prices at market value and allocated to the reporting person's account in Coventry's 401(k) Restoration and Deferred Compensation Plan.
- [F8]Shares of common stock that are not held directly by the reporting person, but are purchased by Coventry's 401(k) Restoration and Deferred Compensation Plan's rabbi trust and held in the name of the rabbi trust for the account of the reporting person. The reporting person has no voting power over the stock, but does have dispositive power over the stock and can direct the rabbi trust to sell the shares. Upon retirement or termination of employment, Coventry's 401(k) Restoration and Deferred Compensation Plan's accounts are automatically settled in cash so the reporting person never owns the shares outright.
- [F9]There is no date exercisable. The shares of phantom common stock become payable in cash six months following the reporting person's retirement or other termination of service as an officer of the Company.
Documents
Issuer
COVENTRY HEALTH CARE INC
CIK 0001054833
Entity typeother
Related Parties
1- filerCIK 0001476019
Filing Metadata
- Form type
- 5
- Filed
- Jan 31, 7:00 PM ET
- Accepted
- Feb 1, 4:54 PM ET
- Size
- 10.5 KB