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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $ 41.6 | 08/15/2014 | M | 29,868 | (5) | 08/15/2021 | Common Shares | 29,868 | $ 0 | 0 | D | ||||
Employee Stock Option (right to buy) | $ 39.81 | 08/15/2014 | M | 34,190 | (6) | 08/15/2022 | Common Shares | 34,190 | $ 0 | 34,191 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Henderson Jeffrey William 7000 CARDINAL PLACE DUBLIN, OH 43017 |
Chief Financial Officer |
/s/ Elaine S. Natsis, Attorney-in-fact | 08/18/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Grant of restricted share units ("RSUs") that vest on August 15, 2015. |
(2) | Represents withholding of shares to satisfy tax withholding obligations of the reporting person in connection with the vesting of 19,448 RSUs and 13,708 performance share units. |
(3) | Reflects closing price on prior business day. |
(4) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.00 to $72.30, inclusive. The reporting person undertakes to provide to Cardinal Health, Inc., any security holder of Cardinal Health, Inc., 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 footnote 4 to this Form 4. |
(5) | The option, representing a total to purchase a total of 89,609 shares, vested and became exercisable 33% on August 15, 2012, 33% on August 15, 2013 and 33% on August 15, 2014. |
(6) | The option, representing a total to purchase a total of 102,571 shares, vested and became exercisable 33% on August 15, 2013 and 33% on August 15, 2014. The remaining 33% vests on August 15, 2015. |