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
Quintiles Transnational Holdings Inc. [ Q ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/11/2014 | ||||||||||||||||||||||||||
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 | 12/11/2014 | X(1) | 16,908 | A | $15.88 | 27,081 | I | See footnote(2) | ||
Common Stock | 12/11/2014 | S(1) | 16,908 | D | $57.25(3) | 10,173 | I | See footnote(2) | ||
Common Stock | 12/11/2014 | X(1) | 6,600 | A | $21.2 | 7,500(4) | D | |||
Common Stock | 12/11/2014 | S(1) | 6,600 | D | $57.41(5) | 900(6) | D | |||
Common Stock | 14,827 | I | See footnote(2) |
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 | ||||||||
Stock Option (Right to Buy) | $15.88 | 12/11/2014 | X(1) | 16,908 | (7) | 06/01/2018 | Common Stock | 16,908 | $0 | 0 | I | See footnote(7) | |||
Stock Option (Right to Buy) | $21.2 | 12/11/2014 | X(1) | 6,600 | (8) | 09/12/2021 | Common Stock | 6,600 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $15.88 | (7) | 06/01/2018 | Common Stock | 8,092 | 8,092 | I | See footnote(7) | |||||||
Stock Option (Right to Buy) | $21.2 | (9) | 09/12/2021 | Common Stock | 3,400 | 3,400 | I | See footnote(9) |
Explanation of Responses: |
1. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 10, 2014. |
2. The shares are held for the benefit of members of the reporting person's family. The reporting person may be deemed to have voting and dispositive power over the shares held for the benefit of members of his family. The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein. |
3. The price reported in column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $57.20 to $57.34, inclusive. The reporting person undertakes to provide to Quintiles Transnational Holdings Inc., any security holder of Quintiles Transnational Holdings Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4. |
4. This amount includes 900 restricted stock units ("RSUs") granted to the reporting person under the Quintiles Transnational Holdings Inc. 2013 Stock Incentive Plan on May 12, 2014. |
5. The price reported in column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $57.34 to $57.53, inclusive. The reporting person undertakes to provide to Quintiles Transnational Holdings Inc., any security holder of Quintiles Transnational Holdings Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (5) to this Form 4. |
6. This amount consists solely of RSUs. |
7. Options granted to the reporting person under the Quintiles Transnational Holdings Inc. 2008 Stock Incentive Plan to purchase a total of 25,000 shares of Quintiles Transnational Holdings Inc. common stock, all of which are held for the benefit of members of the reporting person's family and of which 8,500 vested on June 1, 2009 and 8,250 vested on each of June 1, 2010 and June 1, 2011. The reporting person may be deemed to have voting and dispositive power over the options held for the benefit of members of his family. The reporting person disclaims beneficial ownership of the options except to the extent of his pecuniary interest therein. |
8. Options granted to the reporting person under the Quintiles Transnational Holdings Inc. 2008 Stock Incentive Plan to purchase 6,600 shares of Quintiles Transnational Holdings Inc. common stock, of which 3,300 vested on each of September 12, 2013 and September 12, 2014. |
9. Options granted to the reporting person under the Quintiles Transnational Holdings Inc. 2008 Stock Incentive Plan to purchase 3,400 shares of Quintiles Transnational Holdings Inc. common stock, all of which are held for the benefit of members of the reporting person's family and vested on June 1, 2011. The reporting person may be deemed to have voting and dispositive power over the options held for the benefit of members of his family. The reporting person disclaims beneficial ownership of the options except to the extent of his pecuniary interest therein. |
/s/ James Erlinger III, Attorney-in-Fact for Jack M. Greenberg | 12/11/2014 | |
** 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. |