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4//SEC Filing

BELGER BRENDA A 4

Accession 0001209191-10-043204

CIK 0001129623other

Filed

Aug 17, 8:00 PM ET

Accepted

Aug 18, 4:23 PM ET

Size

28.4 KB

Accession

0001209191-10-043204

Insider Transaction Report

Form 4
Period: 2010-08-17
BELGER BRENDA A
Sr. V.P. of Human Resources
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    2010-08-177,8570 total
    Exercise: $0.00Common Stock (7,857 underlying)
  • Disposition to Issuer

    Common Stock, par value $0.001 per share

    2010-08-175,7780 total
  • Disposition to Issuer

    Employee Stock Option (Right to buy)

    2010-08-1725,0000 total
    Exercise: $30.64Exp: 2014-01-26Common Stock (25,000 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2010-08-1723,5690 total
    Exercise: $0.00Common Stock (23,569 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to buy)

    2010-08-17$14.12/sh10,000$141,2000 total
    Exercise: $12.88Exp: 2016-12-20Common Stock (10,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to buy)

    2010-08-17$4.67/sh75,000$350,4980 total
    Exercise: $22.33Exp: 2013-06-20Common Stock (75,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to buy)

    2010-08-17$8.86/sh40,000$354,4000 total
    Exercise: $18.14Exp: 2015-11-15Common Stock (40,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to buy)

    2010-08-17$11.75/sh16,875$198,3370 total
    Exercise: $15.25Exp: 2013-02-06Common Stock (16,875 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2010-08-175,6670 total
    Exercise: $0.00Common Stock (5,667 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2010-08-1717,0010 total
    Exercise: $0.00Common Stock (17,001 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2010-08-177,1110 total
    Exercise: $0.00Common Stock (7,111 underlying)
Footnotes (7)
  • [F1]Disposed of in connection with the merger of a subsidiary of the Issuer with Gentiva Health Services, Inc., effective August 17, 2010 (the "Merger"), pursuant to the Agreement and Plan of Merger, dated May 23, 2010 (the "Merger Agreement"), among the Issuer, Gentiva Health Services, Inc., and GTO Acquisition Corp., pursuant to which each issued and outstanding share of the Issuer's common stock owned immediately prior to the effective time of the Merger was exchanged for the right to receive $27.00 per share in cash, without interest and subject to any required withholding of taxes, less, in the case of stock options, the per share exercise price of the option. If the per share exercise price for an option is equal to or greater than $27.00, then the option was cancelled for no consideration.
  • [F2]Pursuant to the Merger Agreement, the restricted stock units vested in connection with the Merger and were cancelled and automatically converted into the right to receive $27.00 per underlying share of the Issuer's common stock in cash, without interest and subject to any required withholding of taxes.
  • [F3]Pursuant to the Merger Agreement, the option was cancelled in connection with the Merger for no consideration, as the per share exercise price for the option is equal to or greater than $27.00.
  • [F4]Pursuant to the Merger Agreement, the option was cancelled in connection with the Merger in exchange for a cash payment of $198,336.94, which represents the amount equal to the number of shares of the Issuer's common stock underlying the option multiplied by the difference between the per share exercise price and the per share merger consideration of $27.00, without interest and subject to any required withholding of taxes.
  • [F5]Pursuant to the Merger Agreement, the option was cancelled in connection with the Merger in exchange for a cash payment of $350,497.50, which represents the amount equal to the number of shares of the Issuer's common stock underlying the option multiplied by the difference between the per share exercise price and the per share merger consideration of $27.00, without interest and subject to any required withholding of taxes.
  • [F6]Pursuant to the Merger Agreement, the option was cancelled in connection with the Merger in exchange for a cash payment of $354,400.00, which represents the amount equal to the number of shares of the Issuer's common stock underlying the option multiplied by the difference between the per share exercise price and the per share merger consideration of $27.00, without interest and subject to any required withholding of taxes.
  • [F7]Pursuant to the Merger Agreement, the option was cancelled in connection with the Merger in exchange for a cash payment of $141,200.00, which represents the amount equal to the number of shares of the Issuer's common stock underlying the option multiplied by the difference between the per share exercise price and the per share merger consideration of $27.00, without interest and subject to any required withholding of taxes.

Issuer

ODYSSEY HEALTHCARE INC

CIK 0001129623

Entity typeother

Related Parties

1
  • filerCIK 0001229526

Filing Metadata

Form type
4
Filed
Aug 17, 8:00 PM ET
Accepted
Aug 18, 4:23 PM ET
Size
28.4 KB