0001209191-22-035483.txt : 20220609 0001209191-22-035483.hdr.sgml : 20220609 20220609172056 ACCESSION NUMBER: 0001209191-22-035483 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220608 FILED AS OF DATE: 20220609 DATE AS OF CHANGE: 20220609 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Afsarmanesh Nasim CENTRAL INDEX KEY: 0001903726 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15386 FILM NUMBER: 221006930 MAIL ADDRESS: STREET 1: 2800 ROCK CREEK PARKWAY CITY: NORTH KANSAS CITY STATE: MO ZIP: 64117 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CERNER Corp CENTRAL INDEX KEY: 0000804753 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 431196944 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2800 ROCK CREEK PKWY, W0162 STREET 2: ATTN: CERNER LEGAL CITY: NORTH KANSAS CITY STATE: MO ZIP: 64117 BUSINESS PHONE: 816-221-1024 MAIL ADDRESS: STREET 1: 2800 ROCK CREEK PKWY, W0162 STREET 2: ATTN: CERNER LEGAL CITY: NORTH KANSAS CITY STATE: MO ZIP: 64117 FORMER COMPANY: FORMER CONFORMED NAME: CERNER CORP /MO/ DATE OF NAME CHANGE: 19920703 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-06-08 1 0000804753 CERNER Corp CERN 0001903726 Afsarmanesh Nasim 2800 ROCK CREEK PARKWAY NORTH KANSAS CITY MO 64117 0 1 0 0 EVP & Chief Health Officer Common Stock 0 D Restricted Stock Units 2022-06-08 4 D 0 6444 D 2023-02-24 2025-02-24 Common Stock 6444 0 D Restricted Stock Units 2022-06-08 4 D 0 8024 D 2023-03-04 2025-03-04 Common Stock 8024 0 D This Form 4 reports derivative securities disposed of pursuant to the Agreement and Plan of Merger, dated December 20, 2021 (as it may be amended or supplemented from time to time, the "Merger Agreement"), between Cerner Corporation ("Cerner") and Merger Subsidiary, which is a wholly owned subsidiary of OC Acquisition LLC ("Parent"), Parent, which is a wholly owned subsidiary of Oracle Corporation ("Oracle"), and Oracle, pursuant to which Merger Subsidiary merged into Cerner, effective on June 8, 2022 (the "Effective Time"), with Cerner becoming a wholly owned indirect subsidiary of Oracle. At the Effective Time, each unvested restricted stock unit ("RSU") was assumed by Oracle and converted into a number of Oracle RSUs based on the Award Exchange Ratio (as defined in the Merger Agreement), on the same vesting terms, all in accordance with the Merger Agreement. Each RSU that vested on the Effective Time was cancelled and converted into the right to receive the Compensatory Award Payment (as defined in the Merger Agreement) in accordance with the Merger Agreement. The Merger Agreement was filed by Cerner on December 20, 2021, as Exhibit 2.1 to Form 8-K. By virtue of the Merger Agreement, the reporting person has ceased being a Section 16 officer of Cerner Corporation. /s/ Shane M. Dawson, by Power of Attorney 2022-06-09