4//SEC Filing
Kamal Mostafa 4
Accession 0001209191-22-000981
CIK 0000019411other
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 5:15 PM ET
Size
21.2 KB
Accession
0001209191-22-000981
Insider Transaction Report
Form 4
Kamal Mostafa
CEO, Magellan Rx Management
Transactions
- Disposition to Issuer
Restricted Stock Units
2022-01-04−25,439→ 0 totalExercise: $0.00→ Common Stock (25,439 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2022-01-04−10,679→ 0 totalExercise: $0.00→ Common Stock (10,679 underlying) - Disposition to Issuer
Ordinary Common Stock, $0.01 par value
2022-01-04−5,994→ 0 total - Disposition to Issuer
Stock Options
2022-01-04−24,748→ 0 totalExercise: $99.45Exp: 2028-03-05→ Common Stock (24,748 underlying) - Disposition to Issuer
Stock Options
2022-01-04−27,205→ 0 totalExercise: $66.57Exp: 2029-03-05→ Common Stock (27,205 underlying) - Disposition to Issuer
Restricted Stock Units
2022-01-04−12,482→ 0 totalExercise: $0.00→ Common Stock (12,482 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2022-01-04−15,602→ 0 totalExercise: $0.00→ Common Stock (15,602 underlying)
Footnotes (8)
- [F1]In connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of January 4, 2021 (the "Merger Agreement"), by and among the Issuer, Centene Corporation ("Centene") and Mayflower Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Centene, each share of the Issuer's common stock, par value $0.01 per share (the "Common Stock") outstanding immediately prior to the effective time of the Merger and not otherwise excluded pursuant to the terms of the Merger Agreement was disposed of in exchange for $95.00 per share in cash, without interest (the "Merger Consideration").
- [F2]These options previously granted on March 5, 2019, which provided for vesting in 3 equal installments, were disposed of in exchange for a number of options to purchase shares of Centene common stock and at an exercise price per share, in each case, as determined in accordance with the Merger Agreement. The remaining one-third vests on March 5, 2022.
- [F3]These options previously granted on March 5, 2018, which provided for vesting in 3 equal installments, were disposed of in exchange for a number of options to purchase shares of Centene common stock and at an exercise price per share, in each case, as determined in accordance with the Merger Agreement.
- [F4]Not applicable.
- [F5]These unvested restricted stock units previously granted by the Issuer on March 4, 2020, which provided for vesting in equal increments on each of March 4, 2022 and 2023, were disposed of in exchange for a number of restricted stock units related to shares of Centene common stock, as determined in accordance with the Merger Agreement.
- [F6]These unvested restricted stock units previously granted by the Issuer on March 3, 2021, which provided for vesting in one-third increments on each of March 4, 2022, 2023 and 2024, were disposed of in exchange for a number of restricted stock units related to shares of Centene common stock, as determined in accordance with the Merger Agreement.
- [F7]These performance-vested restricted stock units of the Issuer that were previously reported in connection with an award granted on March 5, 2019 were disposed of in exchange for a number of time-vested restricted stock units related to shares of Centene common stock, as determined in accordance with the Merger Agreement.
- [F8]These performance-vested restricted stock units of the Issuer that were previously reported in connection with an award granted on March 4, 2020 were disposed of in exchange for a number of time-vested restricted stock units related to shares of Centene common stock, as determined in accordance with the Merger Agreement.
Documents
Issuer
MAGELLAN HEALTH INC
CIK 0000019411
Entity typeother
Related Parties
1- filerCIK 0001647234
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 5:15 PM ET
- Size
- 21.2 KB