Statement of Changes in Beneficial Ownership (4)
April 03 2013 - 7:09PM
Edgar (US Regulatory)
FORM 4
[ ]
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
*
Collini M. Patrick
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2. Issuer Name
and
Ticker or Trading Symbol
USMD Holdings, Inc.
[
USMD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
1410 LONG AND WINDING ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/1/2013
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(Street)
MANSFIELD, TX 76063
(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 ($.01 par)
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1051
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D
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Common Stock ($.01 par)
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4/1/2013
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J
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668
(1)
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D
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(2)
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115982
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I
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Held through UANT Ventures, L.P.
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Common Stock ($.01 par)
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13248
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I
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Held in M. Patrick Collini MD, P.A.
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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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Option to purchase
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$24.84
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4/1/2013
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J
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12
(1)
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8/31/2012
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8/31/2017
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Common Stock ($.01 par)
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1742
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$0
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1742
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I
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Indirectly held through UANT Ventures, L.P.
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Explanation of Responses:
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(
1)
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The partners of UANT Ventures, L.P. entered into an agreement pursuant to which certain individuals would receive additional partnership interests upon the occurrence of certain triggering events. A triggering event has occurred and those certain individuals received additional partnership interests. The interests granted to those certain individuals were dilutive to the existing partners, including the reporting person, and resulted in a reduction in the partnership interests held by such reporting person. Because the reporting person's percentage interest in UANT Ventures, L.P. was reduced, the number of shares of Holdings commons stock, and the number of options to purchase shares of Holdings common stock, allocable to such reporting person has decreased as reflected in Column 4 of Table I and Column 5 of Table II.
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(
2)
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This disposition was the result of contractual rights granted to certain persons to receive additional partnership interests in UANT Ventures, L.P., as further described in Footnote 1. No consideration was paid, and the reporting person did not receive any consideration, as result of the transaction.
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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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Collini M. Patrick
1410 LONG AND WINDING ROAD
MANSFIELD, TX 76063
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X
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Signatures
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/s/ M. Patrick Collini
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4/3/2013
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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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