| 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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol AIR METHODS CORP [ AIRM ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 03/30/2016 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | ||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Stock Option (Right to Buy) | $36.17 | 03/30/2016 | A | 9,999 | (1) | 03/30/2021 | Common Stock | 9,999 | $0 | 9,999 | D | ||||
| Performance Share Unit | (2) | 03/30/2016 | A | 5,728 | (3) | (3) | Common Stock | 5,728 | $0 | 5,728 | D | ||||
| Restricted Stock Unit | (4) | 03/30/2016 | A | 2,864 | (5) | (5) | Common Stock | 2,864 | $0 | 2,864 | D | ||||
| Explanation of Responses: |
| 1. This stock option vests one-third on each of March 30, 2017, March 30, 2018 and March 30, 2019.. |
| 2. Represents a grant of performance share units under the issuer's 2015 Equity Incentive Plan. Each performance share unit represents the right to receive, at settlement, one share of the issuer's common stock. |
| 3. Subject to certain continued employment requirements, vesting of these performance share units depends on the issuer's relative total shareholder return from January 1, 2016 through and including December 31, 2018. The amount reported represents the "target" number. The maximum number of units that may vest is 11,456 (200% of the target number). Between 0% and 200% of the target number of performance share units may vest on December 31, 2018, with the vesting percentage determined based on actual performance. |
| 4. Represents a grant of restricted stock units under the issuer's 2015 Equity Incentive Plan. Each performance share unit represents the right to receive, at settlement, one share of the issuer's common stock. |
| 5. Subject to certain continued employment requirements, vesting of these restricted stock units depends on satisfying a minimum earnings per share metric for fiscal year 2016, and if such metric is satisfied, then the restricted stock units will vest one-third on each of March 30, 2017, March 30, 2018 and March 30, 2019. |
| /s/ Trent J. Carman, Attorney-in-Fact for Crystal L. Gordon | 04/01/2016 | |
| ** 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 Number. | ||
