FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ECLIPSYS CORP [ ECLP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/16/2006 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 03/16/2006 | S | 108,738 | D | $23.75 | 4,743,662(9) | I | See(1) | ||
Common Stock | 03/16/2006 | S | 383,091 | D | $23.75 | 4,743,662(9) | I | See(2) | ||
Common Stock | 03/16/2006 | S | 52,132 | D | $23.75 | 4,743,662(9) | I | See(3) | ||
Common Stock | 03/16/2006 | S | 41,721 | D | $23.75 | 4,743,662(9) | I | See(4) | ||
Common Stock | 03/16/2006 | S | 81,470 | D | $23.75 | 4,743,662(9) | I | See(5) | ||
Common Stock | 03/16/2006 | S | 6,198 | D | $23.75 | 4,743,662(9) | I | See(6) | ||
Common Stock | 03/16/2006 | S | 115,151 | D | $23.75 | 4,743,662(9) | I | See(7) | ||
Common Stock | 03/16/2006 | S | 11,348 | D | $23.75 | 4,743,662(9) | I | See(8) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. By General Atlantic Partners 28, L.P. ("GAP 28"). See footnote 9. |
2. By General Atlantic Partners 38, L.P. ("GAP 38"). See footnote 9. |
3. By General Atlantic Partners 47, L.P. ("GAP 47"). See footnote 9. |
4. By General Atlantic Partners 48, L.P. ("GAP 48"). See footnote 9. |
5. By General Atlantic Partners 74, L.P. ("GAP 74"). See footnote 9. |
6. By GapStar, LLC ("GapStar"). See footnote 9. |
7. By GAP Coinvestment Partners, L.P. ("GAPCO"). See footnote 9. |
8. By GAP Coinvestment Partners II, L.P. ("GAPCO II"). See footnote 9. |
9. 4,743,662 shares of common stock includes 644,893 shares owned by GAP 28, 2,272,000 shares owned by GAP 38, 309,179 shares owned by GAP 47, 247,431 shares owned by GAP 48, 483,174 shares owned by GAP 74, 36,758 shares owned by GapStar, 682,927 shares owned by GAPCO and 67,300 shares owned by GAPCO II. General Atlantic LLC ("GA LLC") is the general partner of GAP 28, GAP 38, GAP 47, GAP 48 and GAP 74. GA LLC is also the sole member of GapStar. The general partners of GAPCO and GAPCO II are Managing Directors of GA LLC. Mr. Kelly is a Managing Director of GA LLC, and a general partner of GAPCO and GAPCO II. Mr. Kelly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
Remarks: |
Braden R. Kelly | 03/17/2006 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |