Statement of Changes in Beneficial Ownership (4)
March 08 2022 - 4:07PM
Edgar (US Regulatory)
FORM 4
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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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OMB APPROVAL
OMB Number:
3235-0287
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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
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Devers Daniel |
2. Issuer Name and Ticker or Trading Symbol
CERNER Corp
[
CERN
]
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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) EVP & Chief Legal Officer |
(Last)
(First)
(Middle)
2800 ROCK CREEK PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/4/2022 |
(Street)
NORTH KANSAS CITY, MO 64117
(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 | 3/4/2022 | | X | | 15000 | A | $67.24 | 23910 | D | |
Common Stock | 3/4/2022 | | X | | 20000 | A | $65.27 | 43910 | D | |
Common Stock | 3/4/2022 | | X | | 9733 | A | $57.24 | 53643 | D | |
Common Stock | 3/4/2022 | | X | | 6441 | A | $65.88 | 60084 | D | |
Common Stock | 3/4/2022 | | S | | 51174 | D | $93.29 (1)(2) | 8910 | D | |
Common Stock | | | | | | | | 926 | I | by ASPP account |
Common Stock | | | | | | | | 295 | I | by 401(k) Plan |
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) | 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 |
Non-Qualified Stock Option (right to buy) | $67.24 | 3/4/2022 | | X | | | 15000 | 5/12/2017 | 5/12/2025 | Common Stock | 15000 | $0.00 | 0 | D | |
Non-Qualified Stock Option (right to buy) | $65.27 | 3/4/2022 | | X | | | 20000 | 5/1/2019 | 5/1/2027 | Common Stock | 20000 | $0.00 | 5000 | D | |
Non-Qualified Stock Option (right to buy) | $57.24 | 3/4/2022 | | X | | | 9733 | 5/4/2020 | 5/4/2028 | Common Stock | 9733 | $0.00 | 7465 | D | |
Non-Qualified Stock Option (right to buy) | $65.88 | 3/4/2022 | | X | | | 6441 | 4/29/2020 | 4/29/2029 | Common Stock | 6441 | $0.00 | 6441 | D | |
Restricted Stock Units | $0.00 (3) | 3/4/2022 | | A | | 10164 (4) | | 3/4/2023 | 3/4/2025 | Common Stock | 10164 | $0.00 (5) | 10164 | D | |
Restricted Stock Units | $0.00 (3) | | | | | | | 4/28/2023 | 4/28/2023 | Common Stock | 8243 | | 8243 | D | |
Restricted Stock Units | $0.00 (3) | | | | | | | 4/30/2021 | 4/28/2023 | Common Stock | 2883 | | 2883 | D | |
Restricted Stock Units | $0.00 (3) | | | | | | | 5/7/2022 | 5/7/2024 | Common Stock | 7608 | | 7608 | D | |
Explanation of Responses: |
(1) | Full information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, Cerner Corporation, or a Cerner shareholder. |
(2) | Price reflects a weighted-average price for the transaction. Sale of shares took place at actual prices ranging from $93.26 to $93.33. |
(3) | The restricted stock units convert on a one for one basis for shares of common stock, without any consideration. |
(4) | Each restricted stock unit represents a contingent right to receive one share of Cerner Corporation common stock. The restricted stock units are eligible for vesting, per the following schedule: 3,388 on 3/4/2023, 3,388 on 3/4/2024 and 3,388 on 3/4/2025, subject to continued employment through the respective vesting dates. |
(5) | This transaction represents a grant of restricted stock units to the reporting person by the issuer. Therefore, no consideration other than the value of services rendered was paid for the security. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Devers Daniel 2800 ROCK CREEK PARKWAY NORTH KANSAS CITY, MO 64117 |
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| EVP & Chief Legal Officer |
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Signatures
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/s/ Shane M. Dawson, by Power of Attorney | | 3/8/2022 |
**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. |
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