0001140361-18-018958.txt : 20180418
0001140361-18-018958.hdr.sgml : 20180418
20180418174443
ACCESSION NUMBER: 0001140361-18-018958
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180417
FILED AS OF DATE: 20180418
DATE AS OF CHANGE: 20180418
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: 18762032
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
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
4
1
doc1.xml
FORM 4
X0306
4
2018-04-17
0
0000070487
NATIONAL RESEARCH CORP
NRCIA/B
0001053133
Hays Michael D.
C/O NATIONAL RESEARCH CORPORATION
1245 "Q" STREET
LINCOLN
NE
68508
1
1
0
0
CEO
Class B Common Stock
2018-04-17
4
D
0
125
D
0
I
By Spouse
Common Stock
2018-04-17
4
A
0
125
A
139095
I
By Spouse
Class B Common Stock
2018-04-17
4
D
0
12
D
0
I
By Spouse & Daughter Jt
Common Stock
2018-04-17
4
A
0
12
A
87
I
By Spouse & Daughter Jt
Common Stock
2018-04-17
4
A
0
3870
A
3870
D
Common Stock
2018-04-17
4
F
0
1799
33.55
D
2071
D
Employee Stock Option (right to buy)
21.5
2018-04-17
4
D
0
2491
D
2022-01-05
Class B Common Stock
2491
0
D
Employee Stock Option (right to buy)
27.13
2018-04-17
4
D
0
1823
D
2023-01-07
Class B Common Stock
1823
0
D
Employee Stock Option (right to buy)
34.15
2018-04-17
4
D
0
266
D
2024-01-07
Class B Common Stock
266
0
D
Employee Stock Option (right to buy)
35.48
2018-04-17
4
D
0
1669
D
2025-01-06
Class B Common Stock
1669
0
D
Employee Stock Option (right to buy)
34
2018-04-17
4
D
0
1524
D
2026-01-05
Class B Common Stock
1524
0
D
Employee Stock Option (right to buy)
40.54
2018-04-17
4
D
0
1246
D
2027-01-04
Class B Common Stock
1246
0
D
Employee Stock Option (right to buy)
8.12
2019-01-05
Common Stock
20109
20109
D
Employee Stock Option (right to buy)
6.29
2020-01-05
Common Stock
26481
26481
D
Employee Stock Option (right to buy)
9.14
2021-01-05
Common Stock
17745
17745
D
Employee Stock Option (right to buy)
10.75
2022-01-05
Common Stock
14949
14949
D
Employee Stock Option (right to buy)
14.50
2023-01-07
Common Stock
10938
10938
D
Employee Stock Option (right to buy)
18.80
2024-01-07
Common Stock
2904
2904
D
Employee Stock Option (right to buy)
13.17
2025-01-06
Common Stock
10014
10014
D
Employee Stock Option (right to buy)
15.23
2026-01-05
Common Stock
9145
9145
D
Employee Stock Option (right to buy)
18.8
2027-01-04
Common Stock
7478
7478
D
Employee Stock Option (right to buy)
36.8
2028-01-03
Common Stock
5193
5193
D
On April 17, 2018, the Issuer completed a recapitalization whereby the Issuer exchanged one share of its then-existing class A common stock, plus $19.59 in cash, without interest, for each share of its then-existing class B common stock and, following such exchange, each share of class A common stock was reclassified as a share of Common Stock (the "Recapitalization").
The reporting person disclaims beneficial ownership of these shares.
Pursuant to the Recapitalization, all outstanding options to purchase class B common stock were vested in full and cancelled. In exchange for the option, the reporting person received one share of common stock, plus $19.59 in cash, for each class B option, less the exercise price per share of the option and any applicable tax withholding.
This option became fully exercisable on January 5, 2014.
This option became fully exercisable on January 5, 2015.
This option became fully exercisable on January 5, 2016.
This option became fully exercisable on January 5, 2017.
This option became fully exercisable on January 7, 2018.
This option becomes fully exercisable on January 7, 2019.
This option becomes fully exercisable on January 6, 2020.
This option becomes fully exercisable on January 5, 2021.
This option becomes fully exercisable on January 4, 2022.
This option becomes fully exercisable on January 3, 2023.
/s/ Russell E. Ryba, Attorney-In-Fact for Michael D. Hays
2018-04-18