Peterzalek John Form 4 CERNER / JOHN PETERZALEK ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

PETERZALEK JOHN

(Last) (First) (Middle)

2800 ROCKCREEK PARKWAY

(Street)

NORTH KANSAS CITY MO 64117

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CERNER Corp [ CERN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP & Chief Client & Serv. Off

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								14,505	I	by Revocable Trust
Common Stock								8,731	I	by 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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
Restricted Stock Units	$0.00	03/19/2020		A		7,514(1)		04/29/2022	04/29/2022	Common Stock	7,514	$0.00(2)	7,514	D
Non-Qualified Stock Option (right to buy)	$67.24							05/12/2017	05/12/2025	Common Stock	50,000		50,000	D
Non-Qualified Stock Option (right to buy)	$55.24							05/10/2018	05/10/2026	Common Stock	32,800		32,800	D
Non-Qualified Stock Option (right to buy)	$65.27							05/01/2019	05/01/2027	Common Stock	82,000		82,000	D
Non-Qualified Stock Option (right to buy)	$57.24							05/04/2020	05/04/2028	Common Stock	61,247		61,247	D
Restricted Stock Units	$0.00							05/04/2021	05/04/2021	Common Stock	7,145		7,145	D
Restricted Stock Units	$0.00							09/07/2020	09/07/2021	Common Stock	31,139		31,139	D
Restricted Stock Units	$0.00							04/29/2020	04/29/2022	Common Stock	22,543		22,543	D

Explanation of Responses:

1. Reporting person was granted performance-based restricted stock units on April 29, 2019, which are earned based on the attainment of established performance criteria unrelated to the Company's stock price. As a result of our Q4 2019 performance relative to the attainment of the established Adjusted Operating Margin performance targets, the number of shares listed in this Table II were earned upon Compensation Committee approval on March 19, 2020, and will be banked until April 29, 2022, the vest date, subject to continued employment through such date. Each restricted stock unit represents a contingent right to receive one share of Cerner Corporation common stock.

2. 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.

Remarks:

	/s/ Shane M. Dawson, by Power of Attorney	03/20/2020
	** 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).
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