Paul B. K. Kusserow - 14 Aug 2025 Form 4 Insider Report for AMEDISYS INC (AMED)

Role
Director
Signature
Jennifer Guckert Griffin, pursuant to a power of attorney
Issuer symbol
AMED
Transactions as of
14 Aug 2025
Net transactions value
$0
Form type
4
Filing time
14 Aug 2025, 16:03:10 UTC
Previous filing
06 May 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Kusserow Paul B. K. Director 3854 AMERICAN WAY, SUITE A, BATON ROUGE Jennifer Guckert Griffin, pursuant to a power of attorney 14 Aug 2025 0001456688

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AMED Common Stock Disposed to Issuer -439,124 -100% 0 14 Aug 2025 By Trust F1, F2
transaction AMED Common Stock Disposed to Issuer -621 -100% 0 14 Aug 2025 Through 401(k) Plan F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AMED Stock Option (Right to Buy) Disposed to Issuer -80,602 -100% 0 14 Aug 2025 Common Stock 80,602 $114.78 Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Paul B. K. Kusserow is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On August 14, 2025, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Amedisys, Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of June 26, 2023 (as modified by the waiver, dated December 26, 2024, the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Aurora Holdings Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of common stock, par value $0.001 per share , of the Issuer (the "Common Stock") (other than certain excluded shares) automatically converted into the right to receive $101 per share in cash (the "Per Share Merger Consideration"), without interest and less any applicable withholding tax.
F2 Includes 1,690 time-based Restricted Stock Units ("RSUs") of the Issuer that were outstanding at the Effective Time that were cancelled and converted into the right to receive the Per Share Merger Consideration for each such outstanding RSU as of the Effective Time.
F3 As of the Effective Time, each of the shares of the Issuer's Common Stock that the Reporting Person previously reported as beneficially owned under the Issuer's 401(k) plan was converted into the right to receive the Per Share Merger Consideration.
F4 These options are fully vested.
F5 In connection with the Merger, stock option awards of the Issuer were automatically converted into an option to purchase a number of shares of common stock of UnitedHealth Group equal to the product of (i) the number of shares of Common Stock subject to the Issuer stock option multiplied by (ii) the quotient obtained by dividing the Per Share Merger Consideration by the volume-weighted average of the closing sale price per share of UnitedHealth Group common stock on each of the five full consecutive trading days ending on and including the third business day prior to the Merger closing date (the "Equity Award Exchange Ratio"), at an exercise price per share equal to (i) the exercise price of the Issuer stock option divided by (ii) the Equity Award Exchange Ratio. Except as described herein, the UnitedHealth Group options will continue to be subject to the same terms and conditions as were applicable to the existing Issuer stock option.