Filing Details
- Accession Number:
- 0000950103-21-002459
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-02-17 20:24:48
- Reporting Period:
- 2021-02-12
- Accepted Time:
- 2021-02-17 20:24:48
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1828182 | Signify Health Inc. | SGFY | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1653708 | Kyle Bradford Armbrester | C/O Signify Health, Inc. 800 Connecticut Avenue Norwalk CT 06854 | 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 | Disposition | 2021-02-12 | 100 | $1.00 | 0 | No | 4 | D | Direct | |
| Class B Common Stock | Acquisiton | 2021-02-12 | 3,686,599 | $0.01 | 3,686,599 | No | 4 | A | Direct | |
| Class B Common Stock | Acquisiton | 2021-02-12 | 1,043,854 | $0.01 | 1,043,854 | No | 4 | A | Indirect | By KA Family Investments, LLC |
| Class B Common Stock | Acquisiton | 2021-02-12 | 1,260,625 | $0.01 | 1,260,625 | No | 4 | A | Indirect | By PA Family Enterprises, LLC |
| Class A Common Stock | Acquisiton | 2021-02-16 | 13,900 | $24.00 | 13,900 | No | 4 | P | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | D | Direct | |
| No | 4 | A | Direct | |
| No | 4 | A | Indirect | By KA Family Investments, LLC |
| No | 4 | A | Indirect | By PA Family Enterprises, LLC |
| No | 4 | P | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | LLC Units in Cure Aggregator, LLC | Acquisiton | 2021-02-12 | 2,209,940 | $0.00 | 2,209,940 | $0.00 |
| Class A Common Stock | LLC Units in Cure Aggregator, LLC | Acquisiton | 2021-02-12 | 1,476,659 | $0.00 | 1,476,659 | $0.00 |
| Class A Common Stock | LLC Units in Cure Aggregator, LLC | Acquisiton | 2021-02-12 | 1,043,854 | $0.00 | 1,043,854 | $0.00 |
| Class A Common Stock | LLC Units in Cure Aggregator, LLC | Acquisiton | 2021-02-12 | 1,260,625 | $0.00 | 1,260,625 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 2,209,940 | No | 4 | A | Direct | ||
| 1,476,659 | No | 4 | A | Direct | ||
| 1,043,854 | No | 4 | A | Indirect | ||
| 1,260,625 | No | 4 | A | Indirect |
Footnotes
- These securities were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by the reporting person in Cure Aggregator, LLC.
- These securities were purchased through the Issuer's directed share program in connection with its initial public offering.
- The LLC Units service-vest 6.25% on each three-month anniversary of May 9, 2018 and performance-vest based on the achievement by New Mountain Capital, LLC and its affiliates of specified cash-on-cash return thresholds. Upon vesting, each LLC Unit may be converted by the holder into an LLC Unit of Cure TopCo, LLC, which may thereafter be redeemed for, together with the cancellation of a share of Class B common stock, one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.
- The LLC Units vested 25% on January 1, 2020 and vest in equal monthly installments for three years thereafter. Upon vesting, each LLC Unit may be converted by the holder into an LLC Unit of Cure TopCo, LLC, which may thereafter be redeemed for, together with the cancellation of a share of Class B common stock, one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.
- The LLC Units are fully vested and may be converted by the holder into an LLC Unit of Cure TopCo, LLC, which may thereafter be redeemed for, together with the cancellation of a share of Class B common stock, one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.
- The reporting person serves as sole manager of the LLCs, the membership interests of which are held through family trusts, the beneficiaries of which are the reporting person or his immediate family members.
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