Filing Details
- Accession Number:
- 0001247524-15-000266
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-09-18 12:33:32
- Reporting Period:
- 2015-09-17
- Filing Date:
- 2015-09-18
- Accepted Time:
- 2015-09-18 12:33:32
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1411574 | Surgical Care Affiliates Inc. | SCAI | Services-Specialty Outpatient Facilities, Nec (8093) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1248908 | P Andrew Hayek | C/O Surgical Care Affiliates, Inc., 520 Lake Cook Road, Suite 250 Deerfield IL 60015 | Chief Executive Officer | 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 | 2015-09-17 | 3,020 | $10.25 | 221,112 | No | 4 | M | Indirect | See Explanation of Responses |
| Common Stock | Disposition | 2015-09-17 | 3,020 | $38.05 | 218,092 | No | 4 | S | Indirect | See Explanation of Responses |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Indirect | See Explanation of Responses |
| No | 4 | S | Indirect | See Explanation of Responses |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Options to Purchase Common Stock | Disposition | 2015-09-17 | 3,020 | $0.00 | 3,020 | $10.25 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 250,571 | 2018-04-21 | No | 4 | M | Indirect |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 76,271 | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Options to Purchase Common Stock | $11.18 | 2020-03-24 | 175,610 | 175,610 | Indirect | |
| Common Stock | Options to Purchase Common Stock | $8.72 | 2020-03-24 | 43,902 | 43,902 | Indirect | |
| Common Stock | Options to Purchase Common Stock | $12.41 | 2023-05-06 | 182,926 | 182,926 | Indirect | |
| Common Stock | Options to Purchase Common Stock | $29.02 | 2024-09-17 | 135,682 | 135,682 | Indirect | |
| Common Stock | Options to Purchase Common Stock | $38.35 | 2025-06-04 | 102,113 | 102,113 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2020-03-24 | 175,610 | 175,610 | Indirect |
| 2020-03-24 | 43,902 | 43,902 | Indirect |
| 2023-05-06 | 182,926 | 182,926 | Indirect |
| 2024-09-17 | 135,682 | 135,682 | Indirect |
| 2025-06-04 | 102,113 | 102,113 | Direct |
Footnotes
- All of the Restricted Stock Units ("RSUs") are subject to time-based vesting in equal installments on June 4, 2016, June 4, 2017, June 4, 2018 and June 4, 2019 and are settled on each applicable vesting date.
- Includes 143,886 RSUs, all of which are subject to time-based vesting. As of September 17, 2015, 68,292 of the RSUs were vested and are settled on the earlier of the individual's termination of employment or a change in control and the remaining 75,594 RSUs vest in equal installments on September 17, 2016, September 17, 2017 and September 17, 2018 and are settled on each applicable vesting date.
- Mr. Hayek is the sole trustee of the Andrew Hayek 2008 Living Trust, which directly owns all of the securities reported on this line.
- The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 30, 2015.
- This price represents the weighted average sale price (rounded to the nearest cent) for multiple transactions reported on this line. The prices of the transactions reported on this line ranged from $38.03 to $38.06. Upon request by the Commission staff, the issuer or a security holder of the issuer, the reporting person will undertake to provide full information regarding the number of shares sold at each separate price.
- 180,487 of the options are performance-based options and, as of September 16, 2013, became fully vested. The remaining 70,084 options are time-based options and, as of July 24, 2013, became fully vested.
- 109,756 of the options are performance-based options and, as of September 16, 2013, became fully vested. The remaining 65,854 options are time-based options which, as of March 24, 2013, were fully vested.
- All of the options are time-based options which, as of March 24, 2015, were fully vested.
- All of the options are time-based options which are scheduled to vest in equal installments on May 6, 2014, May 6, 2015, May 6, 2016 and May 6, 2017.
- All of the options are time-based options which are scheduled to vest in equal installments on September 17, 2015, September 17, 2016, September 17, 2017 and September 17, 2018.
- All of the options are time-based options which are scheduled to vest in equal installments on June 4, 2016, June 4, 2017, June 4, 2018 and June 4, 2019.
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