COVENTRY HEALTH CARE INC·4

May 24, 4:28 PM ET

Davis Patrisha L 4

4 · COVENTRY HEALTH CARE INC · Filed May 24, 2011

Insider Transaction Report

Form 4
Period: 2011-01-18
Davis Patrisha L
Sr.VP, Chief HR Officer
Transactions
  • Tax Payment

    Common Stock Restricted

    2011-05-22$34.66/sh564$19,54819,266 total
  • Award

    Performance Share Units

    2011-01-18+40,000264,892 total
    From: 2012-01-13Exp: 2012-01-13Common Stock (40,000 underlying)
Footnotes (6)
  • [F1]Sale of shares back to the Company to pay withholding taxes.
  • [F2]Includes the following: Table I-Non-Derivative Securities consisting of 1,000 shares of common stock held directly, 2,506 shares of common stock held indirectly by managed account (401(k) Plan), and 15,760 shares of restricted common stock with restrictions lapsed or lapsing in equal annual increments over four-year periods.
  • [F3]See Footnote 2 for shares held directly and indirectly.
  • [F4]Performance Share Units (PSUs) were granted on May 26, 2010, subject to the achievement of performance goals. The performance goals were achieved effective as of January 18, 2011, but the PSUs will not vest until January 13, 2012, under the terms of the agreement granting the PSUs. The PSUs will be settled in cash upon vesting based on the average closing market price of common stock for the trading days from December 15, 2011 to January 13, 2012. No shares of common stock will be issued.
  • [F5]Includes the following: Table II-Derivative Securities consisting of non-qualified stock options for 222,875 shares of common stock vested or vesting in equal annual increments over three- and four-year periods, held directly, 2,017 shares of phantom common stock allocated to the reporting person's account in Coventry's 401(k) Restoration and Deferred Compensation Plan, and 40,000 performance share units that will be settled in cash.
  • [F6]See Footnote 5 for shares held directly and indirectly.

Documents

1 file
  • 4
    primary_doc.xmlPrimary

    PRIMARY DOCUMENT