Key facts
- This page summarizes Robert Zollars's Form 4 filing for Change Healthcare Inc..
- 3 reported transactions and 2 derivative rows are listed below.
- Accepted by SEC: 05 Oct 2022, 16:30.
Robert Zollars - 03 Oct 2022 Form 4 Insider Report for Change Healthcare Inc.
- Reporting relationship
- Director
- Issuer ticker
- N/A
- Reported as of
- 03 Oct 2022
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 05 Oct 2022, 16:30:58 UTC
- Prior SEC filing
- 20 May 2022
- Next SEC filing
- 14 Nov 2022
- Source filing
- View source filing
- Reporting owner signature
- /s/ Robert Zachary Beasley, as Attorney-in-Fact
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Robert Zollars filed Form 4 for Change Healthcare Inc. on 05 Oct 2022.
Change
- Previous filing in this sequence was filed on 20 May 2022.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
CHNG
transaction
Common Stock
Disposed to Issuer
- Transaction value
- Shares
- -40,706
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 03 Oct 2022
- Ownership
- Direct
- Footnotes
- F1, F2
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
CHNG
transaction
Derivative
Stock Option (right to buy)
Disposed to Issuer
- Transaction value
- Shares
- -26,544
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 03 Oct 2022
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 26,544
- Exercise price
- $18.99
- Footnotes
- F3, F4
CHNG
transaction
Derivative
Stock Option (right to buy)
Disposed to Issuer
- Transaction value
- Shares
- -5,056
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 03 Oct 2022
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 5,056
- Exercise price
- $18.99
- Footnotes
- F3, F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Robert Zollars is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 4 footnotes
Footnote F1
On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge 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 $25.75 per share in cash (the "Merger Consideration"), without interest and less any applicable holding tax.
Footnote F2
At the Effective Time of the Merger, all deferred stock units of the Issuer automatically vested and were automatically converted into UnitedHealth Group deferred stock units calculated by taking the merger consideration of $25.75 per share of Common Stock and dividing it by the volume weighted average of the closing sale prices 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") and continue to be subject to the same terms and conditions (including settlement terms) as were applicable to the Issuer deferred stock units.
Footnote F3
These options are fully vested.
Footnote F4
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 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.