Statement of Changes in Beneficial Ownership (4)
November 04 2013 - 4:08PM
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).
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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
Estimated average burden
hours per response...
0.5
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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
*
GREEN W T JR
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2. Issuer Name
and
Ticker or Trading Symbol
GREENWAY MEDICAL TECHNOLOGIES INC
[
GWAY
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman
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(Last)
(First)
(Middle)
100 GREENWAY BOULEVARD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/4/2013
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(Street)
CARROLLTON, GA 30117
(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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Common Stock
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10/25/2013
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G
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V
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24570
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D
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$0
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824661
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D
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Common Stock
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10/25/2013
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G
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V
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24570
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D
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$0
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220248
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I
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By Spouse
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Common Stock
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10/30/2013
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G
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V
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49200
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D
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$0
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918273
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I
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By W. T. Green, Jr. Family Limited Partnership
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Common Stock
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11/4/2013
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D
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824661
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D
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$20.35
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0
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D
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Common Stock
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11/4/2013
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D
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220248
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D
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$20.35
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0
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I
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By Spouse
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Common Stock
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11/4/2013
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D
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918273
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D
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$20.35
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0
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I
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By W. T. Green, Jr. Family Limited Partnership
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Common Stock
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11/4/2013
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D
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100
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D
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$20.35
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0
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I
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By Wyche T. Green IV Trust
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Common Stock
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11/4/2013
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D
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100
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D
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$20.35
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0
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I
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By Hadley Herrington Green Trust
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Common Stock
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11/4/2013
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D
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100
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D
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$20.35
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0
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I
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By Robin Collier Green Trust
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Common Stock
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11/4/2013
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D
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100
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D
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$20.35
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0
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I
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By Elizabeth H. Green Trust
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Common Stock
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11/4/2013
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D
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10500
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D
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$20.35
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0
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I
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By IRA
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Common Stock
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11/4/2013
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D
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4650
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D
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$20.35
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0
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I
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By Spouse's IRA
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (right to buy)
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$4.75
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11/4/2013
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D
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58912
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(1)
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8/18/2015
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Common Stock
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58912
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$15.60
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0
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D
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Stock Option (right to buy)
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$4.75
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11/4/2013
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D
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70505
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(2)
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10/18/2017
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Common Stock
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70505
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$15.60
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0
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D
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Stock Option (right to buy)
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$4.75
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11/4/2013
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D
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7766
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(3)
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9/18/2018
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Common Stock
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7766
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$15.60
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0
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D
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Stock Option (right to buy)
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$5.19
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11/4/2013
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D
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500
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(4)
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9/15/2019
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Common Stock
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500
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$15.16
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0
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D
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Stock Option (right to buy)
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$5.19
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11/4/2013
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D
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33750
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(5)
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11/4/2019
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Common Stock
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33750
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$15.16
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0
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D
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Stock Option (right to buy)
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$6.92
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11/4/2013
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D
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16875
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(6)
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10/18/2020
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Common Stock
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16875
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$13.43
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0
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D
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Stock Option (right to buy)
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$13.31
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11/4/2013
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D
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16875
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(7)
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7/14/2021
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Common Stock
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16875
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$7.04
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0
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D
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Stock Option (right to buy)
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$16.25
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11/4/2013
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D
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51900
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(8)
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5/30/2022
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Common Stock
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51900
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$4.10
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0
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D
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Stock Option (right to buy)
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$15.99
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11/4/2013
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D
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43000
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(9)
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9/24/2022
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Common Stock
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43000
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$4.36
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0
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D
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Explanation of Responses:
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(
1)
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This option, which is fully vested, was canceled in the merger in exchange for a cash payment of $919,027.20, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
2)
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This option, which is fully vested, was canceled in the merger in exchange for a cash payment of $1,099,878, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
3)
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This option, which is fully vested, was canceled in the merger in exchange for a cash payment of $121,149.60, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
4)
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This option, which is fully vested, was canceled in the merger in exchange for a cash payment of $7,580, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
5)
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This option, which is fully vested, was canceled in the merger in exchange for a cash payment of $511,650, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
6)
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This option, with 25% vesting on August 4, 2011 and the remainder vesting over three years thereafter in monthly installments, was canceled in the merger in exchange for a cash payment of $226,631.25, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
7)
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This option, with 25% vesting on July 14, 2012 and the remainder vesting over three years thereafter in monthly installments, was canceled in the merger in exchange for a cash payment of $118,800, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
8)
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This option, with 25% vesting on May 30, 2013 and the remainder vesting over three years thereafter in equal monthly installments, was canceled in the merger in exchange for a cash payment of $212,790, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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(
9)
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This option, with 25% vesting on September 24, 2013 and the remainder vesting over three years thereafter in equal monthly installments, was canceled in the merger in exchange for a cash payment of $187,480, representing the difference between the exercise price of the option and $20.35 per share of the underlying Greenway Medical Technologies, Inc. common stock.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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GREEN W T JR
100 GREENWAY BOULEVARD
CARROLLTON, GA 30117
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X
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Chairman
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Signatures
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/s/ William G. Esslinger, Jr., as attorney-in-fact for W.T. Green, Jr.
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11/4/2013
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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