Filing Details
- Accession Number:
- 0000950138-14-000257
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-03-07 18:44:51
- Reporting Period:
- 2014-03-05
- Filing Date:
- 2014-03-07
- Accepted Time:
- 2014-03-07 18:44:51
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1532063 | Express Scripts Holding Co. | ESRX | Retail-Drug Stores And Proprietary Stores (5912) | 452884094 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1451222 | J. Keith Ebling | C/O Express Scripts Holding Company One Express Way St. Louis MO 63121 | Exec. Vp And Gen. Counsel | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2014-03-05 | 11,985 | $0.00 | 53,361 | No | 4 | A | Direct | |
| Common Stock | Disposition | 2014-03-05 | 5,747 | $77.15 | 47,614 | No | 4 | F | Direct | |
| Common Stock | Acquisiton | 2014-03-05 | 11,665 | $0.00 | 59,279 | No | 4 | A | Direct | |
| Common Stock | Acquisiton | 2014-03-05 | 3,250 | $31.92 | 61,629 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2014-03-05 | 11,226 | $31.92 | 72,855 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2014-03-05 | 22,504 | $22.87 | 95,359 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2014-03-05 | 102,882 | $22.87 | 198,241 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2014-03-05 | 169,781 | $77.03 | 28,460 | No | 4 | S | Direct | |
| Common Stock | Acquisiton | 2014-03-06 | 36,809 | $49.50 | 65,269 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2014-03-06 | 36,809 | $78.50 | 28,460 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2014-03-05 | 23,638 | $77.00 | 0 | No | 4 | S | Indirect | By Spouse Trust #1 |
| Common Stock | Disposition | 2014-03-05 | 27,478 | $77.00 | 35,222 | No | 4 | S | Indirect | By Spouse Trust #2 |
| Common Stock | Disposition | 2014-03-07 | 5,640 | $78.57 | 29,582 | No | 4 | S | Indirect | By Spouse Trust #2 |
| Common Stock | Disposition | 2014-03-07 | 21,702 | $77.00 | 43,636 | No | 4 | S | Indirect | By Reporting Person's Trust |
| Common Stock | Disposition | 2014-03-07 | 10,319 | $78.59 | 33,317 | No | 4 | S | Indirect | By Reporting Person's Trust |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | A | Direct | |
| No | 4 | F | Direct | |
| No | 4 | A | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Indirect | By Spouse Trust #1 |
| No | 4 | S | Indirect | By Spouse Trust #2 |
| No | 4 | S | Indirect | By Spouse Trust #2 |
| No | 4 | S | Indirect | By Reporting Person's Trust |
| No | 4 | S | Indirect | By Reporting Person's Trust |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Express Scripts Holding Company Common Stock | Non-Qualified Stock Option (Right-to-Buy) | Disposition | 2014-03-05 | 3,250 | $0.00 | 3,250 | $31.92 |
| Express Scripts Holding Company Common Stock | Non-Qualified Stock Option (Right-to-Buy) | Disposition | 2014-03-05 | 11,226 | $0.00 | 11,226 | $31.92 |
| Express Scripts Holding Company Common Stock | Non-Qualified Stock Option (Right-to-Buy) | Disposition | 2014-03-05 | 22,504 | $0.00 | 22,504 | $22.87 |
| Express Scripts Holding Company Common Stock | Non-Qualified Stock Option (Right-to-Buy) | Disposition | 2014-03-05 | 102,882 | $0.00 | 102,882 | $22.87 |
| Express Scripts Holding Company Common Stock | Non-Qualified Stock Option (Right-to-Buy) | Acquisiton | 2014-03-05 | 49,838 | $0.00 | 49,838 | $77.15 |
| Express Scripts Holding Company Common Stock | Non-Qualified Stock Option (Right-to-Buy) | Disposition | 2014-03-06 | 36,809 | $0.00 | 36,809 | $49.50 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2015-02-26 | No | 4 | M | Direct | |
| 0 | 2015-02-26 | No | 4 | M | Direct | |
| 0 | 2016-03-02 | No | 4 | M | Direct | |
| 0 | 2016-03-02 | No | 4 | M | Direct | |
| 49,838 | 2021-03-05 | No | 4 | A | Direct | |
| 9,901 | 2017-03-03 | No | 4 | M | Direct |
Footnotes
- Vesting of performance shares granted under Express Scripts, Inc. 2000 Long-Term Incentive Plan.
- Represents shares tendered to Company to cover Reporting Person's tax liability due upon vesting of performance shares.
- Grant of restricted stock units pursuant to Express Scripts, Inc. 2011 Long-Term Incentive Plan. Awards vest in three equal installments on February 28, 2015, February 28, 2016 and February 28, 2017.
- The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.00 to $77.087, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.50 to $78.51, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.55 to $78.585, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.51 to $78.71, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- Grant of stock option pursuant to Express Scripts, Inc. 2000 Long-Term Incentive Plan. Vested in three equal installments on February 26, 2009, February 26, 2010, and February 26, 2011.
- Grant of stock option pursuant to Express Scripts, Inc. 2000 Long-Term Incentive Plan. Vested in three equal installments on February 26, 2009, February 26, 2010, and February 26, 2011.
- Grant of stock option pursuant to Express Scripts, Inc. 2000 Long-Term Incentive Plan. Vested in three equal installments on December 9, 2009, December 9, 2010, and December 9, 2011.
- Grant of stock option pursuant to Express Scripts, Inc. 2000 Long-Term Incentive Plan. Vested in three equal installments on March 2, 2010, March 2, 2011, and March 2, 2012.
- Grant of stock option pursuant to Express Scripts, Inc. 2011 Long-Term Incentive Plan. Vests in three equal installments on February 28, 2015, February 28, 2016, and February 28, 2017.
- Grant of stock option pursuant to Express Scripts, Inc. 2000 Long-Term Incentive Plan. Vested in three equal installments on February 28, 2011, February 28, 2012, and February 28, 2013.
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