Peyton R Howell Form 4 AMERISOURCEBERGEN / Peyton R Howell 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^*

Howell Peyton R

(Last) (First) (Middle)

1300 MORRIS DRIVE

(Street)

CHESTERBROOK PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERISOURCEBERGEN CORP [ ABC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
11/08/2017

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	11/08/2017		M		1,200(1)	A	$37.37	38,335	D
Common Stock	11/08/2017		S		1,200(1)	D	$74.87	37,135	D
Common Stock	11/08/2017		M		1,800(1)	A	$40.21	38,935	D
Common Stock	11/08/2017		S		1,800(1)	D	$74.87	37,135	D
Common Stock	11/10/2017		M		2,705(2)	A	$0	45,699(3)	D
Common Stock	11/10/2017		F		1,237	D	$75	44,462(3)	D

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
Non-qualified Stock Option (Right to Buy)	$37.37	11/08/2017		M			1,200(1)	03/01/2013(4)	03/01/2019	Common Stock	1,200	$0	10,800	D
Non-qualified Stock Option (Right to Buy)	$40.21	11/08/2017		M			1,800(1)	11/14/2013(5)	11/14/2019	Common Stock	1,800	$0	25,623	D
Restricted Stock Units	(2)(6)	11/10/2017		M			2,705	11/12/2017	11/12/2021	Common Stock	2,705	$0	0	D

Explanation of Responses:

1. The exercise of stock options and the sale of common stock reflected in this Form 4 were pursuant to a Rule 10b-5 trading plan dated August 21, 2017 governing stock options scheduled to expire on March 1, 2019 and November 14, 2019

2. Annual grant of restricted stock units that vests 100% on the third anniversary of the date of grant for no consideration.

3. Balance reflects approximately 5,859 shares of common stock inadvertently omitted from the reporting party's Form 3 report on August 19, 2011.

4. Exercisable in four equal annual installments on 03/01/13, 03/01/14, 03/01/15 and 03/01/2016

5. Exercisable in four equal annual installments on 11/14/13, 11/14/14, 11/14/15 and 11/14/16

6. Annual grant of restricted stock units received for no consideration and vests 100% on the third anniversary of the date of grant

	John G. Chou for Peyton R. Howell	11/13/2017
	** 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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