0000899243-16-033435.txt : 20161114 0000899243-16-033435.hdr.sgml : 20161111 20161114210325 ACCESSION NUMBER: 0000899243-16-033435 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161103 FILED AS OF DATE: 20161114 DATE AS OF CHANGE: 20161114 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMEDISYS INC CENTRAL INDEX KEY: 0000896262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 113131700 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3854 AMERICAN WAY STREET 2: SUITE A CITY: BATON ROUGE STATE: LA ZIP: 70816 BUSINESS PHONE: 2252922031 MAIL ADDRESS: STREET 1: 3854 AMERICAN WAY STREET 2: SUITE A CITY: BATON ROUGE STATE: LA ZIP: 70816 FORMER COMPANY: FORMER CONFORMED NAME: ANALYTICAL NURSING MANAGEMENT CORP DATE OF NAME CHANGE: 19940819 FORMER COMPANY: FORMER CONFORMED NAME: M&N CAPITAL CORP DATE OF NAME CHANGE: 19930125 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: North Michael Paul CENTRAL INDEX KEY: 0001689925 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24260 FILM NUMBER: 161997574 MAIL ADDRESS: STREET 1: 3854 AMERICAN WAY, SUITE A CITY: BATON ROUGE STATE: LA ZIP: 70816 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2016-11-03 0 0000896262 AMEDISYS INC AMED 0001689925 North Michael Paul 3854 AMERICAN WAY, SUITE A BATON ROUGE LA 70816 0 1 0 0 Chief Information Officer Common Stock 9375 D Common Stock 115.3463 I By 401(k) Plan Stock Option (Right to Buy) 32.56 2025-06-02 Common Stock 22500 D Stock Option (Right to Buy) 32.56 2025-06-02 Common Stock 5625 D Stock Option (Right to Buy) 32.56 2025-06-02 Common Stock 5625 D Stock Option (Right to Buy) 32.56 2025-06-02 Common Stock 5625 D Stock Option (Right to Buy) 32.56 2025-06-02 Common Stock 5625 D Restricted Stock Units Common Stock 5625 D Includes (i) 7,500 shares of time-based Restricted Stock Units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock, of which 1,875 RSUs vested on June 4, 2016 and the remaining 5,625 RSUs will vest in installments of 1,875 RSUs on each of June 4, 2017, June 4, 2018 and June 4, 2019, provided that the Reporting Person remains continuously employed by the Issuer on each such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the RSUs; and (ii) 1,875 RSUs that were subject to performance-based vesting conditions which were met upon the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2015, (Continued from Footnote 1) of which 625 vested on June 4, 2016 and the remaining 1,250 will vest subject to additional time-based vesting conditions (625 each on June 4, 2017 and 2018), assuming the Reporting Person remains continuously employed by the Issuer on each such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the RSUs. The Stock Options are subject to time-based vesting conditions. 5,625 Stock Options vested on June 2, 2016 and the remaining 16,875 Stock Options will vest in installments of 5,625 Stock Options on each of June 2, 2017, June 2, 2018 and June 2, 2019, provided that the Reporting Person remains continuously employed by the Issuer on each such date, subject to pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options were subject to performance-based vesting conditions which were met upon the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2015. The Stock Options are also subject to additional time-based vesting conditions. 1,875 Stock Options vested on June 2, 2016 and the remaining 3,750 Stock Options will vest on each of June 2, 2017 and 2018, assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on (i) the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2016 and (ii) additional time-based vesting conditions (one-third on each of June 2, 2017, June 2, 2018 and June 2, 2019), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on (i) the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2017 and (ii) additional time-based vesting conditions (one-third on each of June 2, 2018, June 2, 2019 and June 2, 2020), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2018 and (ii) additional time-based vesting conditions (one-third on each of June 2, 2019, June 2, 2020 and June 2, 2021), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The RSUs awarded are subject to performance-based vesting and will vest (i) on the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal years 2016 through 2018, respectively, and (ii) additional time-based vesting conditions (2016 Tranche: one-third on each of June 4, 2017, 2018 and 2019; 2017 Tranche: one-third on each of June 4, 2018, 2019 and 2020; and 2018 Tranche: one-third on each of June 4, 2019, 2020 and 2021), assuming the Reporting Person remains continuously employed by the Issuer on each such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the RSUs. Exhibit 24.1-Power of Attorney /s/ Jennifer R. Guckert, pursuant to a power of attorney 2016-11-14 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

                               POWER OF ATTORNEY

       Know all by these presents, that the undersigned hereby constitutes and
appoints each of Jennifer R. Guckert and David L. Kemmerly, signing singly, the
undersigned's true and lawful attorney-in-fact to:

1.     execute for and on behalf of the undersigned, in the undersigned's
       individual capacity, Forms 3, 4 and 5 in accordance with Section 16(a) of
       the Securities Exchange Act of 1934, as amended, and the rules and
       regulations promulgated thereunder (the "Exchange Act");

2.     do and perform any and all acts for and on behalf of the undersigned
       which may be necessary or desirable to complete and execute any Forms 3,
       4 or 5, including filing and applying for and updating any accession,
       CCC, and CIK filing codes (including filing SEC Form ID (or any similar
       form)), complete and execute any amendment or amendments thereto, and
       timely file such form with the U.S. Securities and Exchange Commission
       and any stock exchange or similar authority; and

3.     take any and all other actions of any type whatsoever in connection with
       the foregoing which, in the opinion of such attorney-in-fact, may be of
       benefit to, in the best interest of, or legally required by, the
       undersigned, it being understood that the documents executed by such
       attorney-in-fact on behalf of the undersigned pursuant to this Power of
       Attorney shall be in such form and shall contain such terms and
       conditions as such attorney-in-fact may approve in such attorney-in-
       fact's discretion.

       The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Section 16 of the Exchange Act.

       This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by Amedisys,
Inc., unless earlier revoked by the undersigned in a signed writing delivered to
the foregoing attorneys-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed on November 10, 2016.

/s/ Michael P. North
----------------------------
Michael P. North