0001209191-15-062279.txt : 20150723 0001209191-15-062279.hdr.sgml : 20150723 20150723183941 ACCESSION NUMBER: 0001209191-15-062279 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150723 FILED AS OF DATE: 20150723 DATE AS OF CHANGE: 20150723 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Catamaran Corp CENTRAL INDEX KEY: 0001363851 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 980167449 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1600 MCCONNOR PARKWAY CITY: SCHAUMBURG STATE: IL ZIP: 60173-6801 BUSINESS PHONE: 800-282-3232 MAIL ADDRESS: STREET 1: 1600 MCCONNOR PARKWAY CITY: SCHAUMBURG STATE: IL ZIP: 60173-6801 FORMER COMPANY: FORMER CONFORMED NAME: SXC Health Solutions Corp. DATE OF NAME CHANGE: 20090506 FORMER COMPANY: FORMER CONFORMED NAME: SXC Health Solutions Inc. DATE OF NAME CHANGE: 20090324 FORMER COMPANY: FORMER CONFORMED NAME: SXC Health Solutions Corp. DATE OF NAME CHANGE: 20070712 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHAPIRO MICHAEL H. CENTRAL INDEX KEY: 0001524881 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52073 FILM NUMBER: 151003149 MAIL ADDRESS: STREET 1: C/O CATAMARAN STREET 2: 1600 MCCONNOR PARKWAY CITY: SCHAUMBURG STATE: IL ZIP: 60173 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-07-23 1 0001363851 Catamaran Corp CTRX 0001524881 SHAPIRO MICHAEL H. 1600 MCCONNOR PARKWAY SCHAUMBURG IL 60173 0 1 0 0 SVP & Chief Financial Officer Common share 2015-07-23 4 D 0 9173 61.50 D 0 D Stock option (nonqualified) 35.25 2015-07-23 4 D 0 12000 D 2019-03-06 Common share 12000 0 D Stock option (nonqualified) 56.25 2015-07-23 4 D 0 10420 D 2020-03-06 Common share 10420 0 D Restricted stock unit 0.00 2015-07-23 4 D 0 1000 D Common share 1000 0 D Restricted stock unit 0.00 2015-07-23 4 D 0 10426 D Common share 2086 0 D Stock option (nonqualified) 45.91 2015-07-23 4 D 0 13856 D 2021-03-20 Common share 13856 0 D Restricted stock unit 0.00 2015-07-23 4 D 0 22633 D Common share 4158 0 D Restricted stock unit 0.00 2015-07-23 4 D 0 38756 D Common share 10570 0 D Stock option (nonqualified) 49.65 2015-07-23 4 D 0 26424 D 2022-03-04 Common share 26424 0 D Disposed of pursuant to the terms of the arrangement agreement, dated March 29, 2015, among issuer, UnitedHealth Group Incorporated and 1031387 B.C. Unlimited Liability Company in exchange for a cash payment of $61.50 per share (the "arrangement consideration"). These stock options vested in full upon consummation of the arrangement and, upon vesting, were converted into the right to receive an amount in cash equal to the product of (i) the number of common shares subject to such stock option multiplied by (ii) the excess, if any, of (A) the arrangement consideration over (B) the exercise price per common share of such stock option (less any withholding taxes). Pursuant to the terms of the arrangement agreement, these restricted stock units vested in full upon consummation of the arrangement (with performance-based restricted stock units vesting at 200% of the target level applicable to such performance-based restricted stock unit) and, upon vesting, were converted into the right to receive the arrangement consideration (less any withholding taxes) for each common share subject to such restricted stock unit. Pursuant to the terms of the arrangement agreement, these restricted stock units vested in full upon consummation of the arrangement (with performance-based restricted stock units granted in 2014 vesting at 166.67% of the target level and performance-based restricted stock units granted in 2015 vesting at 133.33% of the target level) and, upon vesting, were converted into the right to receive the arrangement consideration (less any withholding taxes) for each common share subject to such restricted stock unit. Michael H. Shapiro, BY: Jennifer Guico, his attorney-in-fact 2015-07-23