ADVFN Logo ADVFN

We could not find any results for:
Make sure your spelling is correct or try broadening your search.

Trending Now

Toplists

It looks like you aren't logged in.
Click the button below to log in and view your recent history.

Hot Features

Registration Strip Icon for default Register for Free to get streaming real-time quotes, interactive charts, live options flow, and more.

PRAH PRA Health Sciences Inc

165.21
0.00 (0.00%)
24 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
PRA Health Sciences Inc NASDAQ:PRAH NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 165.21 161.50 165.21 0 01:00:00

Statement of Changes in Beneficial Ownership (4)

01/07/2021 11:27pm

Edgar (US Regulatory)


FORM 4 [X] 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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SHANNON COLIN
2. Issuer Name and Ticker or Trading Symbol

PRA Health Sciences, Inc. [ PRAH ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President & CEO
(Last)          (First)          (Middle)

C/O PRA HEALTH SCIENCES, INC., 4130 PARKLAKE AVENUE, SUITE 400
3. Date of Earliest Transaction (MM/DD/YYYY)

7/1/2021
(Street)

RALEIGH, NC 27612
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 7/1/2021  D  46500 D (1)(2)0 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy) $75.81 7/1/2021  D     39000   (3)8/29/2027 Common Stock 39000  (7)0 D  
Stock Option (Right to Buy) $102.44 7/1/2021  D     45000   (4)8/16/2028 Common Stock 45000  (7)0 D  
Stock Option (Right to Buy) $95.94 7/1/2021  D     62000   (5)8/13/2029 Common Stock 62000  (7)0 D  
Stock Option (Right to Buy) $103.30 7/1/2021  D     63560   (6)6/1/2030 Common Stock 63560  (7)0 D  
Restricted Stock Unit  (8)7/1/2021  D     20974   (9) (9)Common Stock 20974  (8)0 D  
Restricted Stock Unit  (8)7/1/2021  D     4000   (10) (10)Common Stock 4000  (8)0 D  
Restricted Stock Unit  (8)7/1/2021  D     52030   (11) (11)Common Stock 52030  (8)0 D  

Explanation of Responses:
(1) Pursuant to the Agreement and Plan of Merger (as it may be amended from time to time) (the "Merger Agreement"), dated as of February 24, 2021, by and among the Issuer, ICON plc ("ICON"), ICON US Holdings Inc. ("US HoldCo") and Indigo Merger Sub, Inc., each share of the Issuer's common stock was converted into the right to receive from ICON, 0.4125 of one ordinary share of ICON, and, from US HoldCo, $80.00 in cash, without any interest thereon (collectively, the "Merger Consideration").
(2) Pursuant to the Merger Agreement, each award of restricted stock of the Issuer that is outstanding immediately prior to the effective time of the merger was converted into the right to receive the Merger Consideration.
(3) The option vests in four annual installments, commencing on August 29, 2018 at 20% of the grant in the first two years and 30% of the grant in the remaining two years thereafter.
(4) The option vests in four equal annual installments of 22,500 beginning on August 16, 2019.
(5) The option vests in three equal annual installments of 31,000 beginning on August 13, 2020.
(6) The option vests in three equal annual installments of 31,780 beginning on June 1, 2021.
(7) Pursuant to the Merger Agreement, each outstanding stock option of the Issuer, whether vested or unvested, as of immediately prior to the effective time of the merger was, at the effective time of the merger, converted into an option to purchase a number of ordinary shares of ICON equal to the product of (i) the number of shares of the Issuer's common stock subject to such Issuer stock option and (ii) 0.788496037 (the "Parent Equity Conversion Ratio") (rounded down to the nearest whole ordinary share of ICON), with an exercise price equal to the quotient of (x) the exercise price of such Issuer stock option and (y) the Parent Equity Conversion Ratio (rounded up to the nearest whole cent), subject to the same terms and conditions (including vesting conditions) applicable to such Issuer stock option.
(8) Pursuant to the Merger Agreement, each outstanding award of restricted stock units of the Issuer as of immediately prior to the effective time of the merger was, at the effective time of the merger, converted into a number of restricted stock units of ICON equal to the product of (i) the number of restricted stock units of the Issuer and (ii) the Parent Equity Conversion Ratio, rounded down to the nearest whole ordinary share of ICON, subject to the same terms and conditions (including vesting conditions) applicable to such Issuer restricted stock units.
(9) Restricted stock units convert into the Issuer's common stock on a one-for one basis in an amount equal to one-third of the total amount per year on each anniversary of June 1, 2020, the grant date, subject to the holder's continued service through each vesting date.
(10) Restricted stock units convert into the Issuer's common stock on a one-for one basis in an amount equal to 50% of the total amount per year on each anniversary of June 1, 2020, the grant date, subject to the holder's continued service through each vesting date.
(11) Restricted stock units convert into the Issuer's common stock on a one-for-one basis in an amount equal to one-third of the total amount per year on each anniversary of June 1, 2021, the grant date, subject to the holder's continued service through each vesting date

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
SHANNON COLIN
C/O PRA HEALTH SCIENCES, INC.
4130 PARKLAKE AVENUE, SUITE 400
RALEIGH, NC 27612
X
President & CEO

Signatures
By: /s/ Michael J. Bonello, by power of attorney7/1/2021
**Signature of Reporting PersonDate

1 Year PRA Health Sciences Chart

1 Year PRA Health Sciences Chart

1 Month PRA Health Sciences Chart

1 Month PRA Health Sciences Chart

Your Recent History