0000921895-17-000524.txt : 20170301
0000921895-17-000524.hdr.sgml : 20170301
20170301193539
ACCESSION NUMBER: 0000921895-17-000524
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170301
FILED AS OF DATE: 20170301
DATE AS OF CHANGE: 20170301
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TIVITY HEALTH, INC.
CENTRAL INDEX KEY: 0000704415
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090]
IRS NUMBER: 621117144
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 701 COOL SPRINGS BOULEVARD
CITY: FRANKLIN
STATE: TN
ZIP: 37067
BUSINESS PHONE: 6156144929
MAIL ADDRESS:
STREET 1: 701 COOL SPRINGS BOULEVARD
CITY: FRANKLIN
STATE: TN
ZIP: 37067
FORMER COMPANY:
FORMER CONFORMED NAME: HEALTHWAYS, INC.
DATE OF NAME CHANGE: 20170104
FORMER COMPANY:
FORMER CONFORMED NAME: TIVITY HEALTH, INC
DATE OF NAME CHANGE: 20161230
FORMER COMPANY:
FORMER CONFORMED NAME: HEALTHWAYS, INC
DATE OF NAME CHANGE: 20060201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NTC SPECIAL OPPORTUNITIES I MASTER, LP
CENTRAL INDEX KEY: 0001699358
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19364
FILM NUMBER: 17656451
BUSINESS ADDRESS:
STREET 1: 500 BOYLSTON STREET
STREET 2: SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-449-3130
MAIL ADDRESS:
STREET 1: 500 BOYLSTON STREET
STREET 2: SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: North Tide Capital Master, LP
CENTRAL INDEX KEY: 0001594882
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19364
FILM NUMBER: 17656452
BUSINESS ADDRESS:
STREET 1: C/O NORTH TIDE CAPITAL, LLC
STREET 2: 500 BOYLSTON STREET, SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: (617) 449-3130
MAIL ADDRESS:
STREET 1: C/O NORTH TIDE CAPITAL, LLC
STREET 2: 500 BOYLSTON STREET, SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NORTH TIDE CAPITAL, LLC
CENTRAL INDEX KEY: 0001557543
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19364
FILM NUMBER: 17656453
BUSINESS ADDRESS:
STREET 1: 500 BOYLSTON STREET
STREET 2: SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-449-3120
MAIL ADDRESS:
STREET 1: 500 BOYLSTON STREET
STREET 2: SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Laughlin Conan
CENTRAL INDEX KEY: 0001594068
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19364
FILM NUMBER: 17656454
MAIL ADDRESS:
STREET 1: C/O NORTH TIDE CAPITAL, LLC
STREET 2: 500 BOYLSTON STREET, SUITE 1860
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
form409711002_03012017.xml
OWNERSHIP DOCUMENT
X0306
4
2017-03-01
0
0000704415
TIVITY HEALTH, INC.
TVTY
0001594068
Laughlin Conan
C/O NORTH TIDE CAPITAL, LLC
500 BOYLSTON STREET, SUITE 1860
BOSTON
MA
02116
1
0
0
1
See Explanation of Responses
0001557543
NORTH TIDE CAPITAL, LLC
500 BOYLSTON STREET
SUITE 1860
BOSTON
MA
02116
0
0
0
1
See Explanation of Responses
0001594882
North Tide Capital Master, LP
C/O NORTH TIDE CAPITAL, LLC
500 BOYLSTON STREET, SUITE 1860
BOSTON
MA
02116
0
0
0
1
See Explanation of Responses
0001699358
NTC SPECIAL OPPORTUNITIES I MASTER, LP
500 BOYLSTON STREET
SUITE 1860
BOSTON
MA
02116
0
0
0
1
See Explanation of Responses
Common Stock, $0.001 Par Value
2017-03-01
4
S
0
1750000
28.30
D
1750000
I
By North Tide Capital Master, LP
Common Stock, $0.001 Par Value
2017-03-01
4
S
0
250000
28.30
D
500000
I
By Managed Accounts of North Tide Capital, LLC
This Form 4 is filed jointly by North Tide Capital Master, LP (the "Master Fund"), NTC Special Opportunities I Master, LP, North Tide Capital, LLC ("North Tide") and Conan Laughlin (collectively, the "Reporting Persons"). Each Reporting Person may be deemed a member of a group that previously owned in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. As of March 1, 2017, the Reporting Persons ceased to own in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. Notwithstanding the foregoing, Mr. Laughlin continues to serve as an active member of the Issuer's Board of Directors.
Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
Shares of Common Stock beneficially owned by the Master Fund. North Tide, as the investment manager of the Master Fund, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by the Master Fund. Mr. Laughlin, as the Manager of North Tide, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by the Master Fund.
Shares held in an account managed by North Tide. Mr. Laughlin, as the Manager of North Tide, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by North Tide.
By: /s/ Conan Laughlin
2017-03-01
North Tide Capital, LLC; By: /s/ Conan Laughlin, Manager
2017-03-01
North Tide Capital Master, LP; By: North Tide Capital GP, LLC, its General Partner; By: /s/ Conan Laughlin, Manager
2017-03-01
NTC Special Opportunities I Master, LP; By: North Tide Capital GP II, LLC, its General Partner; By: /s/ Conan Laughlin, Manager
2017-03-01