0001209191-19-002924.txt : 20190108 0001209191-19-002924.hdr.sgml : 20190108 20190108202001 ACCESSION NUMBER: 0001209191-19-002924 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190105 FILED AS OF DATE: 20190108 DATE AS OF CHANGE: 20190108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Henderson Ralph CENTRAL INDEX KEY: 0001410701 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16753 FILM NUMBER: 19517092 MAIL ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 100 CITY: SAN DIEGO STATE: CA ZIP: 92130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMN HEALTHCARE SERVICES INC CENTRAL INDEX KEY: 0001142750 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 061500476 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 100 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: 8668718519 MAIL ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 100 CITY: SAN DIEGO STATE: CA ZIP: 92130 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-01-05 0 0001142750 AMN HEALTHCARE SERVICES INC AMN 0001410701 Henderson Ralph 8840 CYPRESS WATERS BLVD. SUITE 300 DALLAS TX 75019 0 1 0 0 Pres., Prof. Svc. & Staffing Common Stock 2019-01-05 4 A 0 38486 0.00 A 60319 D Common Stock 2019-01-05 4 F 0 12565 55.92 D 47754 D Common Stock 2019-01-05 4 A 0 8486 0.00 A 56240 D Common Stock 2019-01-05 4 F 0 3339 55.92 D 52901 D Common Stock 2019-01-05 4 M 0 2296 0.00 A 55197 D Common Stock 2019-01-05 4 F 0 903 55.92 D 54294 D Common Stock 2019-01-05 4 M 0 2348 0.00 A 56642 D Common Stock 2019-01-05 4 F 0 923 55.92 D 55719 D Performance Restricted Stock Units 2019-01-05 4 M 0 38486 0.00 D Common Stock 38486 0 D Restricted Stock Units 2019-01-05 4 M 0 2296 0.00 D Common Stock 2296 0 D Restricted Stock Units 2019-01-05 4 M 0 2348 0.00 D Common Stock 2348 4766 D Restricted Stock Units 2019-01-03 4 A 0 6352 0.00 A Common Stock 6352 6352 D The acquisition of Common Stock set forth in this row resulted from the vesting of a Performance Restricted Stock Unit ("PRSU") award granted by the Company on January 5, 2015. The ultimate number of PRSUs that could have been earned and vested under the second performance period was contingent upon whether the average closing price of the Company's Common Stock from December 1, 2018 through December 31, 2018 equaled or exceeded $29.20. The Compensation and Stock Plan Committee performed the calculation for this award on January 3, 2019 and determined that the average closing price of the Company's Common Stock during the second performance period exceeded $29.20 per share. Based on these results, an additional 19,243 PRSUs for this award were deemed earned and vested. Number of shares withheld for tax purposes. The acquisition of AMN Common Stock set forth in this row resulted from the vesting of a Performance Restricted Stock Unit ("PRSU") award granted by the Company on January 5, 2016. The ultimate number of PRSUs that could have been earned and vested under this award depended on (1) the total shareholder return for the Company relative to the companies in the Russell 2000 Index as of December 31, 2015 for the 3-year period beginning on January 1, 2016 and ended December 31, 2018 ("Relative TSR") and (2) whether the Company's absolute total shareholder return for the same period was positive or negative (collectively, the "TSR Measurement"). The Compensation Committee performed the TSR Measurement for this award on January 3, 2019. The Company's Relative TSR measured in the 84th percentile and its absolute total shareholder return for the period was positive. Based on these results, the maximum amount of PRSUs for this award, were deemed earned and vested. Common Stock acquired on the vesting of Restricted Stock Units ("RSUs"). The PRSUs set forth in this row were granted pursuant to the AMN Healthcare Equity Plan. Each PRSU represents a contingent right to receive one share of Common Stock. The PRSUs set forth in this row were granted on January 5, 2015. If the average closing stock price of the Company's Common Stock during the second performance period from December 1, 2018 through December 31, 2018 equals or exceeds $29.20 per share, an additional 19,243 PRSUs shall vest and become earned. PRSUs do not have an expiration date. The RSUs identified in this row were granted pursuant to the AMN Healthcare Equity Plan. Each RSU represents a contingent right to receive one share of AMN Common Stock. The RSUs set forth in this row were granted on January 5, 2016 and vest on the grantee's provision of three periods of credited service. RSUs do not have an expiration date. The RSUs identified in this row were granted pursuant to the AMN Healthcare 2017 Equity Plan. Each RSU represents a contingent right to receive one share of AMN Common Stock. The RSUs set forth in this row were granted on January 5, 2018 and vest in three tranches on each of the first, second and third anniversaries of the grant date and the grantee's provision of three periods of credited service. The RSUs set forth in this row were granted on January 3, 2019 and vest in three tranches on each of the first, second and third anniversaries of the grant date and the grantee's provision of three periods of credited service. /s/ Ralph S. Henderson 2019-01-08