4//SEC Filing
Cotiviti Holdings, Inc. 4
Accession 0001104659-16-163512
CIK 0001657197operating
Filed
Dec 21, 7:00 PM ET
Accepted
Dec 22, 5:10 PM ET
Size
12.3 KB
Accession
0001104659-16-163512
Insider Transaction Report
Form 4
Alexander Elizabeth Connolly
Director
Transactions
- Gift
Common Stock, par value $0.001 per share
2016-12-21−490,529→ 0 total(indirect: By son) - Gift
Common Stock, par value $0.001 per share
2016-12-21+490,529→ 490,529 total(indirect: By Trust)
Holdings
- 490,519(indirect: By Trust)
Common Stock, par value $0.001 per share
- 490,529(indirect: By Trust)
Common Stock, par value $0.001 per share
- 1,048,096(indirect: By limited liability company)
Common Stock, par value $0.001 per share
- 1,962,116
Common Stock, par value $0.001 per share
Footnotes (5)
- [F1]The reporting person and her spouse are the sole managers of Milton Harbor View, LLC ("MHV"), of which the reporting person and her two sons and two daughters are members. In prior reports, the reporting person reported indirect beneficial ownership of 4,972,318 shares owned by MHV. MHV distributed 3,924,222 shares of those shares to the reporting person and her two sons and two daughters in a pro rata distribution which did not alter the reporting person's pecuniary interest in the shares and thus was not required to be reported in a Form 4 (under Rule 16a-13). On 12/21/16, one of the reporting person's sons transferred the 490,529 shares he received in the distribution to a family irrevocable trust whose sole trustee is an institution. Upon that transfer, the son, and therefore the reporting person, no longer has a pecuniary interest in these shares.
- [F2]On June 11, 2016, one of the reporting person's daughters left the reporting person's household. As a result, the reporting person no longer had a pecuniary interest in the shares held by MHV that were indirectly owned by the daughter via her membership interest in MHV. On 12/21/16, after receiving 490,529 shares in the pro rata distribution by MHV described in Note (1) above, the daughter transferred the shares to a family irrevocable trust whose two trustees are an institution and the reporting person's spouse. By virtue of that transfer, the reporting person acquired an indirect pecuniary interest in such shares. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F3]The reporting person received these shares in the pro rata distribution described in Note (1) above.
- [F4]After the pro rata distribution of shares described in Note (1) above, the reporting person's other daughter and son, respectively, transferred the shares they received in the distribution to family irrevocable trusts whose two trustees in each case are an institution and the reporting person's spouse. The transfers of shares to trusts by the reporting person's other daughter and son did not alter the reporting person's pecuniary interest in those shares and thus were not required to be reported in a Form 4 (under Rule 16a-13). The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F5]These shares are held by MHV. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
Documents
Issuer
Cotiviti Holdings, Inc.
CIK 0001657197
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001657197
Filing Metadata
- Form type
- 4
- Filed
- Dec 21, 7:00 PM ET
- Accepted
- Dec 22, 5:10 PM ET
- Size
- 12.3 KB