0001140361-13-027024.txt : 20130702
0001140361-13-027024.hdr.sgml : 20130702
20130702125450
ACCESSION NUMBER: 0001140361-13-027024
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130628
FILED AS OF DATE: 20130702
DATE AS OF CHANGE: 20130702
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NATIONAL RESEARCH CORP
CENTRAL INDEX KEY: 0000070487
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731]
IRS NUMBER: 470634000
STATE OF INCORPORATION: WI
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1245 Q STREET
CITY: LINCOLN
STATE: NE
ZIP: 68508
BUSINESS PHONE: 4024752525
MAIL ADDRESS:
STREET 1: 1245 Q STREET
CITY: LINCOLN
STATE: NE
ZIP: 68508
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hays Michael D.
CENTRAL INDEX KEY: 0001053133
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35929
FILM NUMBER: 13947405
MAIL ADDRESS:
STREET 1: C/O NATIONAL RESEARCH CORPORATION
STREET 2: 1245 Q STREET
CITY: LINCOLN
STATE: NE
ZIP: 68508
FORMER NAME:
FORMER CONFORMED NAME: HAYS MICHAEL
DATE OF NAME CHANGE: 19980115
4
1
doc1.xml
FORM 4
X0306
4
2013-06-28
0
0000070487
NATIONAL RESEARCH CORP
NRCIA/B
0001053133
Hays Michael D.
C/O NATIONAL RESEARCH CORPORATION
1245 "Q" STREET
LINCOLN
NE
68508
1
1
1
0
CEO
Class A Common Stock
2013-06-28
4
S
0
13153
18
D
5823147
D
Class A Common Stock
375750
I
By Spouse
Class A Common Stock
75
I
By Spouse & Daughter Jt
Class B Common Stock
1806050
D
Class B Common Stock
62625
I
By Spouse
Class B Common Stock
12
I
By Spouse & Daughter Jt
Employee Stock Option (right to buy)
4.81
2014-01-05
Class A Common Stock
54894
54894
D
Employee Stock Option (right to buy)
5.12
2016-01-05
Class A Common Stock
33234
33234
D
Employee Stock Option (right to buy)
6.62
2017-01-05
Class A Common Stock
25068
25068
D
Employee Stock Option (right to buy)
7.59
2018-01-04
Class A Common Stock
21633
21633
D
Employee Stock Option (right to buy)
8.12
2019-01-05
Class A Common Stock
20109
20109
D
Employee Stock Option (right to buy)
6.29
2020-01-05
Class A Common Stock
26481
26481
D
Employee Stock Option (right to buy)
9.14
2021-01-05
Class A Common Stock
17745
17745
D
Employee Stock Option (right to buy)
10.75
2022-01-05
Class A Common Stock
14949
14949
D
Employee Stock Option (right to buy)
14.50
2023-01-07
Class A Common Stock
10938
10938
D
Employee Stock Option (right to buy)
12.6
2014-01-05
Class B Common Stock
9149
9149
D
Employee Stock Option (right to buy)
13.06
2016-01-05
Class B Common Stock
5539
5539
D
Employee Stock Option (right to buy)
15.31
2017-01-05
Class B Common Stock
4178
4178
D
Employee Stock Option (right to buy)
16.76
2018-01-04
Class B Common Stock
3605
3605
D
Employee Stock Option (right to buy)
17.57
2019-01-05
Class B Common Stock
3351
3351
D
Employee Stock Option (right to buy)
14.82
2020-01-05
Class B Common Stock
4413
4413
D
Employee Stock Option (right to buy)
19.09
2021-01-05
Class B Common Stock
2957
2957
D
Employee Stock Option (right to buy)
21.5
2022-01-05
Class B Common Stock
2491
2491
D
Employee Stock Option (right to buy)
27.13
2023-01-07
Class B Common Stock
1823
1823
D
Does not include 375,000 shares of class A common stock currently held in a certain GRAT agreement, all or a portion of which will be returned to Mr. Hays over the next two years.
Does not include 375,000 shares of class A common stock currently held in a certain GRAT agreement, all or a portion of which will be returned to Mr. Hays' spouse over the next two years.
The reporting person disclaims beneficial ownership of these shares.
Does not include 62,500 shares of class B common stock currently held in a certain GRAT agreement, all or a portion of which will be returned to Mr. Hays over the next two years.
Does not include 62,500 shares of class b common stock currently held in a certain GRAT agreement, all or a portion of which will be returned to Mr. Hays' spouse over the next two years.
On May 22, 2013, the Issuer completed a recapitalization pursuant to which it, among other things, issued a stock dividend of three shares of class A common stock for each share of then-existing common stock and reclassified each share of its then-existing common stock as one-half of one share of class B common stock. All fractional shares of class B common stock were cashed-out in the recapitalization. In connection with the recapitalization, the exercise prices of outstanding options were equitably adjusted to prevent the dilution or enlargement of the benefits intended to be provided.
This option became fully exercisable on January 5, 2009.
This option became fully exercisable on January 5, 2011.
This option became fully exercisable on January 5, 2012.
This option became fully exercisable on January 4, 2013.
This option becomes fully exercisable on January 5, 2014.
This option becomes fully exercisable on January 5, 2015.
This option becomes fully exercisable on January 5, 2016.
This option becomes fully exercisable on January 5, 2017.
This option becomes fully exercisable on January 7, 2018.
/s/ Russell E. Ryba, Attorney-In-Fact for Michael D. Hays
2013-07-02