0000947871-16-001754.txt : 20161208
0000947871-16-001754.hdr.sgml : 20161208
20161208173040
ACCESSION NUMBER: 0000947871-16-001754
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161207
FILED AS OF DATE: 20161208
DATE AS OF CHANGE: 20161208
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: WebMD Health Corp.
CENTRAL INDEX KEY: 0001326583
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 202783228
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 395 HUDSON STREET
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 212-624-3700
MAIL ADDRESS:
STREET 1: 395 HUDSON STREET
CITY: NEW YORK
STATE: NY
ZIP: 10014
FORMER COMPANY:
FORMER CONFORMED NAME: WebMD Health Holdings, Inc.
DATE OF NAME CHANGE: 20050510
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ADLER MARK J MD
CENTRAL INDEX KEY: 0001230587
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 162042292
4
1
ss22810_4.xml
OWNERSHIP DOCUMENT
X0306
4
2016-12-07
0
0001326583
WebMD Health Corp.
WBMD
0001230587
ADLER MARK J MD
C/O WEBMD HEALTH CORP.,
395 HUDSON STREET
NEW YORK
NY
10014
1
0
0
0
Common Stock
2016-12-07
4
M
0
2037
30.16
A
8359
D
Common Stock
2016-12-07
4
F
0
1146
53.64
D
7213
D
Common Stock
2016-12-07
4
M
0
13200
40.02
A
20413
D
Common Stock
2016-12-07
4
F
0
9818
53.81
D
10595
D
Common Stock
2016-12-07
4
M
0
13200
41.07
A
23795
D
Common Stock
2016-12-07
4
F
0
10124
53.55
D
13671
D
Common Stock
2016-12-07
4
M
0
13200
38.49
A
26871
D
Common Stock
2016-12-07
4
F
0
9479
53.60
D
17392
D
Common Stock
2016-12-07
4
M
0
13200
37.55
A
30592
D
Common Stock
2016-12-07
4
F
0
9241
53.64
D
21351
D
Common Stock
2016-12-07
4
S
0
19029
53.37
D
2322
D
Stock Option (right to buy)
30.16
2016-12-07
4
M
0
2037
0
D
2018-01-01
Common Stock
2037
0
D
Stock Option (right to buy)
40.02
2016-12-07
4
M
0
13200
0
D
2017-01-01
Common Stock
13200
0
D
Stock Option (right to buy)
41.07
2016-12-07
4
M
0
13200
0
D
2018-01-01
Common Stock
13200
0
D
Stock Option (right to buy)
38.49
2016-12-07
4
M
0
13200
0
D
2020-01-01
Common Stock
13200
0
D
Stock Option (right to buy)
37.55
2016-12-07
4
M
0
13200
0
D
2022-01-01
Common Stock
13200
0
D
Mr. Adler received 891 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 2,037 shares of WebMD Common Stock, with the remaining 1,146 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,382 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,818 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,076 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 10,124 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,721 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,479 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,959 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,241 shares being retained by the issuer to pay the exercise price.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.29 to $53.53 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health Corp., 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 range set forth in this footnote (6) to this Form 4.
25% of the shares underlying the option vested on the first anniversary of the grant date and 1/48 of the shares vested monthly thereafter over the next three-year period (fully vested on the 4th anniversary of the grant date). The date of grant for this option was ten years prior to the expiration date.
25% of the shares underlying the options vested or are scheduled to vest on each of the first, second, third and fourth grant date anniversaries. The date of grant for each of these options was ten years prior to the expiration date.
/s/ Lewis H. Leicher, Attorney-in-Fact for Mark Adler
2016-12-08