- Statement of Changes in Beneficial Ownership (4)
July 05 2012 - 2:59PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Reddon Philip
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2. Issuer Name
and
Ticker or Trading Symbol
SXC Health Solutions Corp.
[
SXCI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
2441 WARRENVILLE ROAD, SUITE 610
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/2/2012
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(Street)
LISLE, IL 60532
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common share
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7/2/2012
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M
(1)
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1400
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A
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(2)
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31222
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I
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See footnote
(3)
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Common share
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7/2/2012
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M
(1)
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1500
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A
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(2)
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32722
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I
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See footnote
(3)
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Common share
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7/2/2012
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M
(1)
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1313
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A
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(2)
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34035
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I
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See footnote
(3)
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Common share
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7/2/2012
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M
(1)
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2625
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A
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(2)
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36660
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I
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See footnote
(3)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted stock unit
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$0.00
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7/2/2012
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M
(1)
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2625
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(4)
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(4)
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Common share
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2625
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$0.00
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0
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D
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Restricted stock unit
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$0.00
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7/2/2012
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M
(1)
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1313
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(5)
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(5)
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Common share
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1313
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$0.00
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0
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D
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Restricted stock unit
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$0.00
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7/2/2012
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M
(1)
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1500
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(6)
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(6)
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Common share
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1500
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$0.00
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0
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D
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Restricted stock unit
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$0.00
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7/2/2012
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M
(1)
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1400
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(7)
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(7)
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Common share
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1400
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$0.00
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0
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D
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Explanation of Responses:
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(
1)
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Vesting of restricted stock units
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(
2)
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Each restricted stock unit was settled with one common share of SXC Health Solutions Corp. The closing price on July 2, 2012 of common shares of SXC Health Solutions Corp. was $96.98
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(
3)
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The reporting person is an officer of Covington Fund II Inc., which beneficially owns these shares, and is an officer and director of Covington Capital Corp., which advises various funds, including Covington Fund II Inc. The reporting person disclaims beneficial ownership of these shares, except to the extent of the reporting person's pecuniary interest in the shares.
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(
4)
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Vesting of unvested restricted units accelerated upon director resignation. These restricted stock units were granted on 3/6/12 and represent 100% of the original grant.
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(
5)
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Vesting of unvested restricted units accelerated upon director resignation. These restricted stock units were granted on 3/9/11 and represent 50% of the original grant.
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(
6)
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Vesting of unvested restricted units accelerated upon director resignation. These restricted stock units were granted on 3/10/10 and represent 50% of the original grant.
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(
7)
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Vesting of unvested restricted units accelerated upon director resignation. These restricted stock units were granted on 6/4/09 and represent 25% of the original grant.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Reddon Philip
2441 WARRENVILLE ROAD
SUITE 610
LISLE, IL 60532
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X
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Signatures
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Philip Reddon, BY: Stacey Martinez, his attorney-in-fact
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7/5/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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