0000950138-16-001465.txt : 20161114 0000950138-16-001465.hdr.sgml : 20161111 20161114160220 ACCESSION NUMBER: 0000950138-16-001465 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161109 FILED AS OF DATE: 20161114 DATE AS OF CHANGE: 20161114 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Express Scripts Holding Co. CENTRAL INDEX KEY: 0001532063 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 452884094 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE EXPRESS WAY CITY: ST. LOUIS STATE: MO ZIP: 63121 BUSINESS PHONE: 314-996-0900 MAIL ADDRESS: STREET 1: ONE EXPRESS WAY CITY: ST. LOUIS STATE: MO ZIP: 63121 FORMER COMPANY: FORMER CONFORMED NAME: Aristotle Holding, Inc. DATE OF NAME CHANGE: 20111005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Miller Steven B CENTRAL INDEX KEY: 0001599611 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35490 FILM NUMBER: 161994687 MAIL ADDRESS: STREET 1: ONE EXPRESS WAY CITY: ST. LOUIS STATE: MO ZIP: 63121 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-11-09 0001532063 Express Scripts Holding Co. ESRX 0001599611 Miller Steven B C/O EXPRESS SCRIPTS HOLDING COMPANY ONE EXPRESS WAY ST. LOUIS MO 63121 0 1 0 0 Sr. VP & Chief Med. Officer Common Stock 2016-11-09 4 M 0 21798 49.495 A 56615 D Common Stock 2016-11-09 4 S 0 21798 75.023 D 34817 D Non-Qualified Stock Option (Right-to-Buy) 49.495 2016-11-09 4 M 0 21798 D 2017-03-03 Express Scripts Holding Company Common Stock 21798 0 D The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.00 to $75.029, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price. Grant of stock options pursuant to the Express Scripts, Inc. 2000 Long-Term Incentive Plan. All shares vested on February 28, 2013. Exhibit List - Exhibit 24 - Power of Attorney for Steven B. Miller. /s/ Steven B. Miller 2016-11-11 EX-24 2 millerpoa_09072016.htm POWER OF ATTORNEY FOR STEVEN B. MILLER
Exhibit 24

 
SECTION 16
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Martin P. Akins, Nick H. Varsam, and Joseph J. Satorius, or either of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to:

(1)            prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

(2)            execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Express Scripts Holding Company (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(3)            do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

(4)            take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of September, 2016.

 
/s/ Steven Miller
 
Steven Miller