- Statement of Changes in Beneficial Ownership (4)
March 02 2010 - 6:33PM
Edgar (US Regulatory)
FORM 4
[
X
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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).
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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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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
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1. Name and Address of Reporting Person
*
PACKER KARLA L
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2. Issuer Name
and
Ticker or Trading Symbol
IMS HEALTH INC
[
RX
]
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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, Human Resources
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(Last)
(First)
(Middle)
C/O IMS HEALTH, 901 MAIN AVENUE, SUITE 612
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/26/2010
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(Street)
NORWALK, CT 06851
(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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2/26/2010
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A
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19698
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A
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(1)
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30303
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D
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Common Stock
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2/26/2010
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D
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30303
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D
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(2)
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0
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D
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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 Appreciation Right
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$13.43
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2/26/2010
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D
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48076
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(3)
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4/21/2016
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Common Stock
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48076
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(4)
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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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Grant of Restricted Stock Units for no cash consideration in a transaction exempt under Rule 16b-3.
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(
2)
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Disposition pursuant to a merger for cash consideration equal to $22.00 per share. This transaction is exempt under Rule 16b-3(e).
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(
3)
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Such Stock Appreciation Right will become exercisable in three equal installments beginning on 4/21/2010.
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(
4)
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Stock Appreciation Rights canceled pursuant to a merger in exchange for cash consideration equal to the difference between $22.00 and the exercise price of the Stock Appreciation Right multiplied by the number canceled. A portion of the Stock Appreciation Rights canceled pursuant to a merger were exchanged for Stock Appreciation Rights in Healthcare Technology Holdings, Inc. The replacement award has an intrinsic value equal to that of the canceled award which is $160,002 based on the merger consideration of $22.00 per share. This transaction is exempt under Rule 16b-3(e).
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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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PACKER KARLA L
C/O IMS HEALTH
901 MAIN AVENUE, SUITE 612
NORWALK, CT 06851
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SVP, Human Resources
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Signatures
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/s/ Karla L. Packer
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3/2/2010
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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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