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Filing Details

Accession Number:: 0000899243-15-008315
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-11-17 20:21:23
Reporting Period:: 2015-11-15

Filing Date:: 2015-11-17
Accepted Time:: 2015-11-17 20:21:23
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1303313	Lhc Group Inc	LHCG	Services-Home Health Care Services (8082)	710918189

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1356974	Coliseum Capital Partners, L.p.	Metro Center 1 Station Place, 7Th Floor, Stamford CT 06902	Yes	No	No	No
1409585	Coliseum Capital, Llc	Metro Center 1 Station Place, 7Th Floor, Stamford CT 06902	Yes	No	No	No
1409751	Coliseum Capital Management, Llc	Metro Center 1 Station Place, 7Th Floor South Stamford CT 06902	Yes	No	No	No
1430708	S Christopher Shackelton	Metro Center 1 Station Place, 7Th Floor, Stamford CT 06902	Yes	No	No	No
1454123	Adam Gray	Metro Center 1 Station Place, 7Th Floor, Stamford CT 06902	Yes	No	No	No
1567187	Coliseum Capital Partners Ii, L.p.	Metro Center 1 Station Place, 7Th Floor, Stamford CT 06902	Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2015-11-15	1,168	$0.00	1,342,017	No	4	M	Indirect	See Footnotes
Common Stock	Disposition	2015-11-15	1,168	$46.17	1,340,849	No	4	D	Indirect	See Footnotes
Common Stock	Disposition	2015-11-16	16,017	$45.58	1,324,832	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2015-11-17	40,000	$45.44	1,284,832	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Indirect	See Footnotes
No	4	D	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Phantom Stock	Disposition	2015-11-15	1,168	$0.00	1,168	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2015-11-15	2015-11-15	No	4	M	Indirect

Footnotes

Relates to cash settlement of phantom stock, each share of which is the economic equivalent of one share of the Issuer's common stock (the "Common Stock"). The cash settlement of 1,168 shares of phantom stock is reported for purposes of Form 4 as the disposition of the phantom stock and a simultaneous acquisition and disposition of the underlying Common Stock. The phantom stock is entitled to a cash payment equal to the fair market value of one share of the Common Stock as of the payment date, which was $46.17 based on the closing price of the Common Stock on November 13, 2015, the most recent trading day immediately preceding the payment date.
The phantom stock was received by Christopher Shackelton ("Shackelton") in connection with his service as a member of the board of directors of the Issuer. Shackelton has agreed that all equity awards he receives for serving as a director of the Issuer shall be issued to Coliseum Capital Partners, L.P. ("CCP"), an investment limited partnership of which Coliseum Capital, LLC, a Delaware limited liability company ("CC"), is general partner and for which Coliseum Capital Management, LLC, a Delaware limited liability company ("CCM"), serves as investment adviser.
Shackelton and Adam Gray ("Gray") are managers of and have an ownership interest in each of CCM and CC and may be deemed to have an indirect pecuniary interest in the phantom stock held by CCP due to CC's right to receive performance-related fees from CCP. Coliseum Capital Partners II, L.P. ("CCP2" and, together with CCP, the "Funds") is an investment limited partnership of which CC is general partner and for which CCM serves as investment adviser. Each of Shackelton, Gray, CCP, CCP2, CC and CCM disclaims beneficial ownership of the phantom stock except to the extent of that person's pecuniary interest therein.
These securities are held directly by (a) CCP, (b) CCP2 and (c) a separate account investment advisory client of CCM (the "Separate Account").
Shackelton and Gray are managers of and have an ownership interest in each of CCM and CC and may be deemed to have an indirect pecuniary interest in the shares held by the Funds and the Separate Account due to CCM's right to receive performance-related fees from the Separate Account and CC's right to receive performance-related fees from the Funds. Each of Shackelton, Gray, CCP, CCP2, CC and CCM disclaims beneficial ownership of these securities except to the extent of that person's pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $45.82, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.25 to $46.12, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Following the transactions reported herein, the Separate Account directly owned 437,184 shares of Common Stock, CCP directly owned 630,919 shares of Common Stock and CCP2 directly owned 216,729 shares of Common Stock.