FORM 4
[ ] 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
Expires: February 28, 2011
Estimated average burden
hours per response... 0.5
                      
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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

PATTERSON NEAL L 		2. Issuer Name and Ticker or Trading Symbol

CERNER CORP /MO/ [ CERN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman and CEO
(Last)          (First)          (Middle)

2800 ROCKCREEK PARKWAY 		3. Date of Earliest Transaction (MM/DD/YYYY)

11/5/2009
(Street)

NORTH KANSAS CITY, MO 64117
(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   11/2/2009     G (1)   V 180   D $0.00   5558669   D    
Common Stock   11/5/2009     S (2)    2000   D $77.46   (3) (4) 882163.403   I   by Trust  
Common Stock   11/6/2009     S (2)    500   D $76.43   (4) (5) 881663.403   I   by Trust  
Common Stock                  6800   I   by Spouse  

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 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
Variable Prepaid Forward Contract     (6) (7) (8) 11/6/2009     J   (6) (7) (8)    500000         (6) (7) (8)   (6) (7) (8) Common Stock   500000     (6) (7) (8) 500000   D    
Non-Qualified Stock Option (right to buy)   $40.22                    3/14/2013   3/14/2018   Common Stock   72000     72000   D    
Non-Qualified Stock Option (right to buy)   $36.72                    3/6/2011   3/6/2019   Common Stock   70000     70000   D    
Non-Quallified Stock Option (right to buy)   $14.8125                    6/28/2005   6/28/2020   Common Stock   590000     590000   D    
Non-Quallified Stock Option (right to buy)   $21.645                    6/14/2006   6/14/2011   Common Stock   75000     75000   D    
Non-Quallified Stock Option (right to buy)   $23.115                    4/5/2007   4/5/2012   Common Stock   50000     50000   D    
Non-Quallified Stock Option (right to buy)   $11.295                    6/12/2008   6/12/2013   Common Stock   50000     50000   D    
Non-Quallified Stock Option (right to buy)   $20.99                    6/3/2009   6/3/2014   Common Stock   60000     60000   D    
Non-Quallified Stock Option (right to buy)   $31.405                    6/3/2010   6/3/2015   Common Stock   80000     80000   D    
Non-Quallified Stock Option (right to buy)   $41.125                    9/16/2010   9/16/2015   Common Stock   84000     84000   D    
Non-Quallified Stock Option (right to buy)   $43.51                    3/9/2011   3/9/2016   Common Stock   100000     100000   D    
Non-Quallified Stock Option (right to buy)   $53.81                    3/9/2012   3/9/2017   Common Stock   80000     80000   D    

Explanation of Responses:
( 1)  Represents transactions that are exempt under Section 16(b) and are not reportable until a Form 5 is filed at the end of the year, however the reporting person has elected to report them on this Form 4.
( 2)  By Spouse as sole Trustee of Irrevocable Trust for minor child.
( 3)  Price reflects a weighted-average price for the transaction. Sale of shares took place at actual prices ranging from $77.42 to $77.50.
( 4)  Full information regarding the number of shares purchased or sold at each separate price shall be provided upon request by the Commission staff, Cerner Corporation, or a Cerner shareholder.
( 5)  Price reflects a weighted-average price for the transaction. Sale of shares took place at actual prices ranging from $76.42 to $76.44.
( 6)  On November 6, 2009, a revocable trust in which the reporting person is the trustee (the "Trust") entered into a variable prepaid forward contract ("VPFC") with an unaffiliated third party. Under the terms of the VPFC, at maturity three years after the date thereof the Trust will deliver to the third party up to 500,000 shares of Cerner Corporation common stock, the precise amount being dependent on the market price at maturity. In exchange, the third party makes an upfront cash payment of $31,920,966.53 to the Trust within three business days after the date of the VPFC. At maturity, if the market price per share is equal to or less than the forward floor price, the Trust will deliver all of the covered shares to the third party. If the market price per share at maturity is greater than the floor price, the Trust will deliver fewer shares.
( 7)  The Trust has pledged 500,000 shares of Cerner Corporation common stock to secure its obligations under the VPFC and will retain voting rights, and subject to the terms of the agreement, dividends in the shares during the term of the pledge. At the election of the reporting person, the Trust may substitute other collateral for the pledged shares of Cerner Corporation common stock, and may settle the VPFC in cash, or with the pledged shares of Cerner Corporation common stock, or with other shares of Cerner Corporation common stock. The third party may not sell, lend, pledge, rehypothecate, assign, invest, use, commingle or otherwise dispose of, or otherwise use in its business any of the pledged Cerner Corporation common stock.
( 8)  The purpose of the VPFC is primarily to provide funding for other business investments of the Trust. The VPFC provides the Trust with current liquidity while it retains its interest in the shares, as well as the ability to participate (up to a cap) in future stock price appreciation.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PATTERSON NEAL L
2800 ROCKCREEK PARKWAY
NORTH KANSAS CITY, MO 64117 		X
Chairman and CEO

Signatures
/s/Crystal Spoor, by Power of Attorney 11/9/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
Cerner (NASDAQ:CERN)
Historical Stock Chart
From Oct 2024 to Nov 2024 Click Here for more Cerner Charts.
Cerner (NASDAQ:CERN)
Historical Stock Chart
From Nov 2023 to Nov 2024 Click Here for more Cerner Charts.