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Filing Details

Accession Number:: 0000947871-16-001754
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-12-08 17:30:40
Reporting Period:: 2016-12-07

Filing Date:: 2016-12-08
Accepted Time:: 2016-12-08 17:30:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1326583	Webmd Health Corp.	WBMD	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1230587	Md J Mark Adler	C/O Webmd Health Corp., 395 Hudson Street New York NY 10014		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
Common Stock	Acquisiton	2016-12-07	2,037	$30.16	8,359	No	4	M	Direct
Common Stock	Disposition	2016-12-07	1,146	$53.64	7,213	No	4	F	Direct
Common Stock	Acquisiton	2016-12-07	13,200	$40.02	20,413	No	4	M	Direct
Common Stock	Disposition	2016-12-07	9,818	$53.81	10,595	No	4	F	Direct
Common Stock	Acquisiton	2016-12-07	13,200	$41.07	23,795	No	4	M	Direct
Common Stock	Disposition	2016-12-07	10,124	$53.55	13,671	No	4	F	Direct
Common Stock	Acquisiton	2016-12-07	13,200	$38.49	26,871	No	4	M	Direct
Common Stock	Disposition	2016-12-07	9,479	$53.60	17,392	No	4	F	Direct
Common Stock	Acquisiton	2016-12-07	13,200	$37.55	30,592	No	4	M	Direct
Common Stock	Disposition	2016-12-07	9,241	$53.64	21,351	No	4	F	Direct
Common Stock	Disposition	2016-12-07	19,029	$53.37	2,322	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option (right to buy)	Disposition	2016-12-07	2,037	$0.00	2,037	$30.16
Common Stock	Stock Option (right to buy)	Disposition	2016-12-07	13,200	$0.00	13,200	$40.02
Common Stock	Stock Option (right to buy)	Disposition	2016-12-07	13,200	$0.00	13,200	$41.07
Common Stock	Stock Option (right to buy)	Disposition	2016-12-07	13,200	$0.00	13,200	$38.49
Common Stock	Stock Option (right to buy)	Disposition	2016-12-07	13,200	$0.00	13,200	$37.55

Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2018-01-01	No	4	M	Direct
2017-01-01	No	4	M	Direct
2018-01-01	No	4	M	Direct
2020-01-01	No	4	M	Direct
2022-01-01	No	4	M	Direct

Footnotes

Mr. Adler received 891 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 2,037 shares of WebMD Common Stock, with the remaining 1,146 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,382 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,818 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,076 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 10,124 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,721 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,479 shares being retained by the issuer to pay the exercise price.
Mr. Adler received 3,959 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,241 shares being retained by the issuer to pay the exercise price.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.29 to $53.53 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6) to this Form 4.
25% of the shares underlying the option vested on the first anniversary of the grant date and 1/48 of the shares vested monthly thereafter over the next three-year period (fully vested on the 4th anniversary of the grant date). The date of grant for this option was ten years prior to the expiration date.
25% of the shares underlying the options vested or are scheduled to vest on each of the first, second, third and fourth grant date anniversaries. The date of grant for each of these options was ten years prior to the expiration date.