0001595262-16-000063.txt : 20161003 0001595262-16-000063.hdr.sgml : 20161003 20161003185418 ACCESSION NUMBER: 0001595262-16-000063 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161003 FILED AS OF DATE: 20161003 DATE AS OF CHANGE: 20161003 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMS Health Holdings, Inc. CENTRAL INDEX KEY: 0001595262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 83 WOOSTER HEIGHTS ROAD CITY: DANBURY STATE: CT ZIP: 06810 BUSINESS PHONE: 203-448-4600 MAIL ADDRESS: STREET 1: 83 WOOSTER HEIGHTS ROAD CITY: DANBURY STATE: CT ZIP: 06810 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bruehlman Ronald E CENTRAL INDEX KEY: 0001604076 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 161916911 MAIL ADDRESS: STREET 1: C/O IMS HEALTH HOLDINGS, INC. STREET 2: 83 WOOSTER HEIGHTS ROAD CITY: DANBURY STATE: CT ZIP: 06810 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-10-03 1 0001595262 IMS Health Holdings, Inc. IMS 0001604076 Bruehlman Ronald E C/O IMS HEALTH HOLDINGS, INC. 83 WOOSTER HEIGHTS ROAD DANBURY CT 06810 0 1 0 0 See Remarks Common Stock 2016-10-03 4 A 0 20935 A 112655 D Common Stock 2016-10-03 4 A 0 35828 A 148483 D Common Stock 2016-10-03 4 D 0 148483 D 0 D Employees Stock Option (right to buy) 11.20 2016-10-03 4 D 0 60000 D 2012-07-16 2021-07-16 Common Stock 60000 0 D Employees Stock Option (right to buy) 7.00 2016-10-03 4 D 0 60000 D 2013-07-16 2021-07-16 Common Stock 60000 0 D Employees Stock Option (right to buy) 4.40 2016-10-03 4 D 0 230000 D 2016-07-16 2021-07-16 Common Stock 230000 0 D Stock Appreciation Right 25.02 2016-10-03 4 D 0 11798 D 2016-02-10 2025-02-10 Common Stock 11798 0 D Stock Appreciation Right 25.02 2016-10-03 4 D 0 35397 D 2025-02-10 Common Stock 35397 0 D Stock Appreciation Right 23.00 2016-10-03 4 D 0 79745 D 2026-02-02 Common Stock 79745 0 D On May 3, 2016, the issuer and Quintiles Transnational Holdings, Inc. ("Quintiles") entered into an Agreement and Plan of Merger pursuant to which on October 3, 2016 the issuer merged with and into Quintiles (the "merger"), the separate existence of the issuer ceased and Quintiles will continue as the surviving corporation, operating under the name Quintiles IMS Holdings, Inc. On February 10, 2015 the reporting person was granted 17,563 performance-based restricted stock units. The shares are earned based on the company's financial results over a three-year period (January 1, 2015 - December 31, 2017). In connection with the merger and based on the performance criteria achieved, 20,935 shares of issuer common stock were issued to the recipient. The performance-based restricted stock unit was assumed by Quintiles in the merger and replaced with a time-based restricted stock unit of 8,039 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger. The shares will vest on December 31, 2017 On February 2, 2016, the reporting person was granted 26,019 performance-based restricted stock units. The shares are earned based on the company's financial results over a three-year period (January 1, 2016 - December 31, 2018). In connection with the merger and based on the performance criteria achieved, 35,828 shares of issuer common stock were issued to the recipient. The performance-based restricted stock unit was assumed by Quintiles in the merger and replaced with a time-based restricted stock unit of 13,757 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger. The shares will vest on December 31, 2018. Disposed of pursuant to merger agreement in exchange for 57,017 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger. This option was assumed by Quintiles in the merger and replaced with an option to purchase 23,040 shares of Quintiles IMS Holdings, Inc. common stock at a price of $29.17 per share. This option was assumed by Quintiles in the merger and replaced with an option to purchase 23,040 shares of Quintiles IMS Holdings, Inc. common stock at a price of $18.23 per share. This option was assumed by Quintiles in the merger and replaced with an option to purchase 88,320 shares of Quintiles IMS Holdings, Inc. common stock at a price of $11.46 per share. This stock appreciation right was assumed by Quintiles in the merger and replaced with a stock appreciation right to purchase 4,530 shares of Quintiles IMS Holdings, Inc. common stock at a price of $65.16 per share. This stock appreciation right vests in three annual installments beginning on February 10, 2017. This stock appreciation right was assumed by Quintiles in the merger and replaced with a stock appreciation right to purchase 13,592 shares of Quintiles IMS Holdings, Inc. common stock at a price of $65.16 per share. This stock appreciation right vests in four annual installments beginning on February 2, 2017. This stock appreciation right was assumed by Quintiles in the merger and replaced with a stock appreciation right to purchase 30,622 shares of Quintiles IMS Holdings, Inc. common stock at a price of $59.90 per share. Senior VP & Chief Financial Officer /s/ Harvey A. Ashman, Attorney-in-Fact 2016-10-03