COVENTRY HEALTH CARE INC 4
4 · COVENTRY HEALTH CARE INC · Filed Mar 16, 2012
Insider Transaction Report
Form 4
WISE ALLEN F
DirectorExecutive Chair & CEO
Transactions
- Exercise/Conversion
Non-Qualified Stock Option (right to buy)
2012-03-14$33.71/sh−500,000$16,855,000→ 0 totalExercise: $14.32From: 2009-12-31Exp: 2019-04-08→ Common Stock (500,000 underlying) - Exercise/Conversion
Common Stock
2012-03-14$14.32/sh+500,000$7,160,000→ 716,426 total
Holdings
- 3,715(indirect: By 401(k))
Common Stock
- 29,791
Restore
→ Common Stock (29,791 underlying) - 5,280(indirect: By Managed Account)
Common Stock
Footnotes (3)
- [F1]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 ("RESTORE") 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, the RESTORE accounts are automatically settled in cash so the reporting person never owns the shares outright.
- [F2]There is no conversion or exercise price. The common stock was paid for by reporting person through payroll deduction. The shares were 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 upon the reporting person's retirement or other termination of service at the closing market price of the shares on the date of distribution.
- [F3]There is no date exercisable or expiration date. The phantom common stock will be paid out in cash upon the reporting person's retirement or other termination of service at the closing market price of the shares on the date of distribution.