SEC Form 4
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*
TARRANT RICHARD E

(Last) (First) (Middle)
1400 SHELBURNE RD
PO BOX 1070

(Street)
SOUTH BURLINGTON VT 05403

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
IDX SYSTEMS CORP [ IDXC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/28/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 02/28/2005 S(1) 10,500 D $34.3348 2,508,445 D
Common Stock 19,500 I by Spouse(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Non-Qualified Stock Option (right to buy) $13.625 04/22/1999(3) 04/22/2009 Common Stock 30,000 30,000 D
Non-Qualified Stock Option (right to buy) $17.775 07/13/2006(4) 07/13/2011 Common Stock 50,000 50,000 D
Explanation of Responses:
1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 24, 2004. The reporting person, the Executive Chairman of the Company, has adopted a stock-trading plan pursuant to Rule 10b5-1 to be managed by Goldman Sachs & Co., under which he proposes to sell up to 300,000 shares of IDX stock during the next seven months if predetermined market prices of IDX stock are met.
2. The reporting person disclaims beneficial ownership of all shares held by spouse, and this report should not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
3. Grant to reporting person of option to purchase 30,000 shares of common stock under the IDX Systems Corporation 1995 Stock Option Plan. The option becomes exercisable in 25 percent increments of 7,500 shares each on April 22, 1999, April 22, 2000, April 22, 2001 and April 22, 2002. The plan pursuant to which the reported option was granted provides for tax withholding rights.
4. Grant to reporting person of options to purchase 50,000 shares of common stock under the IDX Systems Corporation 1995 Stock Option Plan. The option becomes exercisable on the expiration of five years from July 13, 2001, or July 13, 2006. Vesting can accelerate in 25% increments if the average stock price of the common stock for 30 consecutive trading days equals to or greater than $22.00 in the first year after grant, $27.00 in the second year after grant, $32.00 in the third year after grant, and $37.00 in the fourth year after grant. The plan pursuant to which the reported option was granted provides for tax withholding rights.
By: Maria Cassarino, Attorney-In-Fact For: Richard E. Tarrant 03/02/2005
** 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.