Filing Details

Accession Number:
0001131096-18-000146
Form Type:
4/A
Zero Holdings:
No
Publication Time:
2018-06-08 18:21:03
Reporting Period:
2018-03-01
Accepted Time:
2018-06-08 18:21:03
Original Submission Date:
2018-03-05
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1131096 Athenahealth Inc ATHN Services-Business Services, Nec (7389) 043387530
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1412213 Jonathan Bush C/O Athenahealth, Inc.
311 Arsenal Street
Watertown MA 02472
Former Director And Ceo Yes 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 2018-03-01 5,726 $0.00 321,533 No 4 A Direct
Common Stock Disposition 2018-03-01 2,546 $139.74 318,987 No 4 F Direct
Common Stock Acquisiton 2018-03-01 7,644 $0.00 326,631 No 4 A Direct
Common Stock Disposition 2018-03-01 3,398 $139.74 323,233 No 4 F Direct
Common Stock Acquisiton 2018-03-01 10,444 $0.00 333,677 No 4 A Direct
Common Stock Acquisiton 2018-03-01 250 $44.90 333,927 No 4 M Direct
Common Stock Disposition 2018-03-01 250 $139.27 335,356 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Direct
No 4 F Direct
No 4 A Direct
No 4 F Direct
No 4 A Direct
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Stock Option (Right to Buy) Disposition 2018-03-01 250 $0.00 250 $44.90
Common Stock Stock Option (Right to Buy) Acquisiton 2018-03-01 25,693 $0.00 25,693 $137.49
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
59,500 2012-04-01 2021-03-31 No 4 M Direct
25,693 2018-03-01 2028-03-01 No 4 A Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 103,424 Indirect See Footnote
Common Stock 27,998 Indirect See Footnote
Footnotes
  1. On March 1, 2016, the Reporting Person was granted a Performance Stock Unit ("PSU") award of 54,544 PSUs. The PSUs convert into common stock on a one-for-one basis, and vest in three equal annual installments beginning on March 1, 2017 based on the Issuer's satisfaction of certain performance criteria for the fiscal years ending December 31, 2016, 2017 and 2018. On February 6, 2018, the Compensation Committee of the Board of Directors of the Issuer certified that certain performance criteria for 2017 was met, resulting in vesting of PSUs as to 5,726 shares on March 1, 2018.
  2. On March 1, 2017, the Reporting Person was granted a Performance Stock Unit ("PSU") award of 68,588 PSUs. The PSUs convert into common stock on a one-for-one basis, and vest in three equal annual installments beginning on March 1, 2018 based on the Issuer's satisfaction of certain performance criteria for the fiscal years ending December 31, 2017, 2018 and 2019. On February 6, 2018, the Compensation Committee of the Board of Directors of the Issuer certified that certain performance criteria for 2017 was met, resulting in vesting of PSUs as to 7,644 shares on March 1, 2018.
  3. Represents a restricted stock unit ("RSU") award granted under the Issuer's 2007 Stock Option and Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The award is subject to time-based vesting and vests in three equal annual installments beginning on March 1, 2019. The RSUs will be settled only in stock.
  4. This Form 4/A amends the Form 4 filed on behalf of the Reporting Person on March 5, 2018 that excluded this stock option exercise transaction due to administrative error.
  5. The sales reported on this Form 4 were made pursuant to a written trading plan adopted by the Reporting Person on October 24, 2017, in accordance with Rule 10b5-1.
  6. Includes 10,444 units of common stock that were granted pursuant to RSU awards under the athenahealth, Inc. 2007 Stock Option and Incentive Plan, as amended and restated. The RSUs are subject to time-based vesting and will be settled only in stock. Also includes 1,679 shares confirmed to be held by the Reporting Person pursuant to historical brokerage account records but that were not previously reported due to conflicting records.
  7. These shares are owned by The Bush 2004 Gift Trust, the beneficiaries of which are certain of Mr. Bush's children. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
  8. These shares are owned by The Oscar W. Bush 2007 Gift Trust, the beneficiary of which is Mr. Bush's child. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
  9. The option award vests in three equal annual installments beginning on March 1, 2019.