Statement of Changes in Beneficial Ownership (4)
06 March 2020 - 6:50AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
WEST JEFFREY N |
2. Issuer Name and Ticker or Trading Symbol
MAGELLAN HEALTH INC
[
MGLN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP & Controller |
(Last)
(First)
(Middle)
14100 MAGELLAN PLAZA |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/3/2020 |
(Street)
MARYLAND HEIGHTS, MO 63043
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Ordinary Common Stock, $0.01 par value | 3/3/2020 | | M(1) | | 854 | A | $0.00 (2) | 21029 | D | |
Ordinary Common Stock, $0.01 par value | 3/3/2020 | | F(3) | | 298 | D | $56.03 (4) | 20731 | D | |
Ordinary Common Stock, $0.01 par value | 3/3/2020 | | M(5) | | 990 | A | $0.00 | 21721 | D | |
Ordinary Common Stock, $0.01 par value | 3/3/2020 | | F(3) | | 320 | D | $56.03 (4) | 21401 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | $0.00 (2) | 3/3/2020 | | M (1) | | | 854 | 3/3/2020 | (2) | Common Stock | 854 | $0.00 (2) | 0 | D | |
Restricted Stock Units | $0.00 (2) | 3/3/2020 | | M (5) | | | 990 | 3/3/2020 | (2) | Common Stock | 990 | $0.00 (2) | 0 | D | |
Explanation of Responses: |
(1) | This transaction was effectuated by the vesting of the Performance Stock Units granted on March 3, 2017. The number of shares that vested was based upon the achievement of total shareholder return relative to the S&P Health Care Services Industry Index over a 3 year period beginning in 2017 and ending in 2019. |
(2) | Not applicable. |
(3) | Represents the portion of shares withheld by the Company in order to pay taxes. |
(4) | Closing price on NASDAQ on March 3, 2020. |
(5) | This transaction was effectuated by a one-third vesting of the Restricted Stock Unit Award granted on March 3, 2017. Each Restricted Stock Unit represents a contingent right to receive one share of Magellan common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
WEST JEFFREY N 14100 MAGELLAN PLAZA MARYLAND HEIGHTS, MO 63043 |
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| SVP & Controller |
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Signatures
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/s/ Jeffrey N. West | | 3/5/2020 |
**Signature of Reporting Person | Date |
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