0001140361-16-074465.txt : 20160802
0001140361-16-074465.hdr.sgml : 20160802
20160802193340
ACCESSION NUMBER: 0001140361-16-074465
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160729
FILED AS OF DATE: 20160802
DATE AS OF CHANGE: 20160802
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HEALTHWAYS, 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: AMERICAN HEALTHWAYS INC
DATE OF NAME CHANGE: 20000322
FORMER COMPANY:
FORMER CONFORMED NAME: AMERICAN HEALTHCORP INC /DE
DATE OF NAME CHANGE: 19940211
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Slovenski Sean
CENTRAL INDEX KEY: 0001664028
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19364
FILM NUMBER: 161801942
MAIL ADDRESS:
STREET 1: 701 COOL SPRINGS BOULEVARD
CITY: FRANKLIN
STATE: TN
ZIP: 37067
4
1
doc1.xml
FORM 4
X0306
4
2016-07-29
0
0000704415
HEALTHWAYS, INC
HWAY
0001664028
Slovenski Sean
701 COOL SPRINGS BOULEVARD
FRANKLIN
TN
37067
0
1
0
0
President, Population Health
Common Stock
2016-07-29
4
F
0
28336
16.84
D
33195
D
Common Stock
2016-07-29
4
M
0
110109
A
143304
D
Common Stock
2016-07-29
4
F
0
42036
16.84
D
101268
D
Market Stock Units
2016-07-29
4
M
0
110109
0
D
Common stock
110109
0
D
Reflects 28,336 shares withheld to cover the payment of taxes following the vesting of 61,531 restricted stock units granted to the reporting person on February 8, 2016 which became vested in full in connection with the closing of the transactions contemplated by the Membership Interest Purchase Agreement, dated July 27, 2016, among Healthways, Inc., Sharecare, Inc. and Healthways SC, LLC (the "Purchase Agreement").
Reflects the vesting (in connection with the closing of the transactions contemplated by the Purchase Agreement) at the "target" performance level of the market stock units ("MSUs") granted to the reporting person on February 8, 2016.
Prior to vesting, each MSU represented a contingent right to receive one share of common stock of Healthways, Inc.
Reflects 42,036 shares withheld to cover the payment of taxes following the vesting of 110,109 MSUs granted to the reporting person on February 8, 2016 which became vested at the "target" performance level in connection with the closing of the transactions contemplated by the Purchase Agreement.
/s/ Alfred Lumsdaine, by power of attorney for Sean Slovenski
2016-08-02