4//SEC Filing
Huebner Scott C 4
Accession 0001209191-12-006739
CIK 0001339553other
Filed
Jan 31, 7:00 PM ET
Accepted
Feb 1, 5:55 PM ET
Size
22.6 KB
Accession
0001209191-12-006739
Insider Transaction Report
Form 4
Huebner Scott C
EVP & Pres-Texas HealthSpring
Transactions
- Disposition to Issuer
Common Stock
2012-01-31−25,000→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2012-01-31−100,000→ 0 totalExercise: $23.62Exp: 2017-03-29→ Common Stock (100,000 underlying) - Disposition to Issuer
Common Stock
2012-01-31−2,151→ 47,410 total - Disposition to Issuer
Common Stock
2012-01-31−16,181→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2012-01-31−14,324→ 0 totalExercise: $15.16Exp: 2019-02-13→ Common Stock (14,324 underlying) - Disposition to Issuer
Common Stock
2012-01-31−485→ 0 total - Disposition to Issuer
Common Stock
2012-01-31−1,592→ 0 total - Disposition to Issuer
Common Stock
2012-01-31−4,152→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2012-01-31−17,252→ 0 totalExercise: $19.50Exp: 2018-02-19→ Common Stock (17,252 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2012-01-31−6,181→ 0 totalExercise: $17.82Exp: 2020-02-11→ Common Stock (6,181 underlying)
Footnotes (3)
- [F1]Pursuant to the terms of the Agreement and Plan of Merger, dated as of October 24, 2011, by and among HealthSpring, Inc. (the "Company"), Cigna Corporation ("Cigna") and Cigna Magnolia Corp., an indirect wholly-owned subsidiary of Cigna, and each of the documents entered into in connection therewith (collectively, the "Merger Documents"), each share of the Company's common stock owned by the reporting person immediately prior to the effective time of the merger was, upon the effective time of the merger, converted into the right to receive $55.00 per share in cash, without interest and less any applicable withholding taxes.
- [F2]Pursuant to the terms of the Merger Documents, each award of restricted shares of Company common stock held immediately prior to the effective time of the merger was, upon the effective time of the merger, cancelled in exchange for a cash cancellation payment equal to the product of (a) the merger consideration of $55.00 per share, and (b) the total number of restricted shares subject to the restricted share award.
- [F3]Pursuant to the terms of the Merger Documents, each option to purchase shares of Company common stock, whether vested or unvested, held immediately prior to the effective time of the merger was, upon the effective time of the merger, cancelled in exchange for a cash cancellation payment equal to the product of (a) the merger consideration of $55.00 per share less the exercise price per share of the applicable stock option, and (b) the total number of shares of Company common stock subject to such stock option.
Documents
Issuer
HealthSpring, Inc.
CIK 0001339553
Entity typeother
Related Parties
1- filerCIK 0001402092
Filing Metadata
- Form type
- 4
- Filed
- Jan 31, 7:00 PM ET
- Accepted
- Feb 1, 5:55 PM ET
- Size
- 22.6 KB