0001209191-18-019952.txt : 20180315 0001209191-18-019952.hdr.sgml : 20180315 20180315183226 ACCESSION NUMBER: 0001209191-18-019952 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180313 FILED AS OF DATE: 20180315 DATE AS OF CHANGE: 20180315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McKnight James Reed Jr. CENTRAL INDEX KEY: 0001556347 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12996 FILM NUMBER: 18693707 MAIL ADDRESS: STREET 1: 1621 GALLERIA BOULEVARD CITY: BRENTWOOD STATE: TN ZIP: 37027 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Diversicare Healthcare Services, Inc. CENTRAL INDEX KEY: 0000919956 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 621559667 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1621 GALLERIA BLVD. CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6157717575 MAIL ADDRESS: STREET 1: 1621 GALLERIA BLVD. CITY: BRENTWOOD STATE: TN ZIP: 37027 FORMER COMPANY: FORMER CONFORMED NAME: ADVOCAT INC DATE OF NAME CHANGE: 19940309 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-03-13 0 0000919956 Diversicare Healthcare Services, Inc. DVCR 0001556347 McKnight James Reed Jr. 1621 GALLERIA BOULEVARD BRENTWOOD TN 37027 0 1 0 0 Chief Financial Officer Common Stock 2018-03-13 4 M 0 90 0.00 A 75042 D Common Stock 2018-03-13 4 F 0 1036 8.14 D 74006 D Common Stock 2018-03-13 4 A 0 12500 0.00 A 86506 D Dividend Equivalent Rights on 2017 Restricted Shares 2018-03-13 4 M 0 90 0.00 D Common Stock 90 180.14 D 2018 Restricted Stock Units 2018-03-13 4 A 0 3821.1 0.00 A Common Stock 3821.1 3821.1 D Dividend Equivalent Rights on 2016 Restricted Shares Common Stock 192.68 192.68 D 2017 Restricted Stock Units Common Stock 4416.91 4416.91 D Represents vesting of Dividend Equivalent Rights on 2017 Restricted Stock. This transaction represents shares withheld by the Company for tax withholdings on Mr. McKnight's vesting of 2017 Restricted Stock. These dividend equivalent rights accrued on shares of restricted stock granted on March 13, 2017 and will vest as the underlying shares vest. Mr. McKnight elected to receive $26,442 of his cash bonus for 2017 in Restricted Stock Units under the terms of the Advocat Inc. 2008 Stock Purchase Plan for Key Personnel. Each Restricted Stock Unit is equal to one share. The 2018 Restricted Stock Units shall vest and be exercisable in full on the 2nd anniversary of their original Grant Date (03/13/2018). These dividend equivalent rights accrued on shares of restricted stock granted on March 11, 2016 and will vest as the underlying shares vest. Each restricted stock unit is equal to one share. These are dividend equivalent rights accruing on restricted stock units. The 2017 Restricted Stock Units shall vest and be exercisable in full on the 2nd anniversary of their original Grant Date (03/13/2017). Exhibit List Exhibit 24 - Power of Attorney /s/ Jonathan D. Stanley, Attorney-In-Fact for James Reed McKnight, Jr. 2018-03-15 EX-24.4_778907 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby constitutes and appoints each of Jonathan D. Stanley, Kelly J. Gill and Susan V. Sidwell 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 capacity as an officer and/or director of Advocat Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (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 such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; (3) execute for and on behalf of the undersigned a Form ID and any subsequent filings, submissions or correspondence relating thereto; and (4) take any other action 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, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. 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 the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney replaces and revokes any and all prior powers of attorney granted by the undersigned, in the undersigned's capacity as an officer and/or director of the Company, relating to Section 16 of the Securities Exchange Act of 1934. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 8th day of August, 2012. Signature /s/ James Reed McKnight, Jr. Print Name: James Reed McKnight, Jr.