Meredith W Bjorck Form 4 HMS / Meredith W Bjorck 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^*

Bjorck Meredith W

(Last) (First) (Middle)

5615 HIGH POINT DRIVE

(Street)

IRVING TX 75038

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HMS HOLDINGS CORP [ HMSY ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, General Counsel & Sec.

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2018

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	11/19/2018		M		10,780	A	$19.04	70,166	D
Common Stock	11/19/2018		M		2,469	A	$14.01	72,635	D
Common Stock	11/19/2018		S		1,100	D	$37.0553(1)	71,535	D
Common Stock	11/19/2018		S		2,400	D	$36.1057(2)	69,135	D
Common Stock	11/19/2018		S		9,749	D	$35.2088(3)	59,386	D
Common Stock	11/20/2018		M		13,440	A	$14.01	72,826	D
Common Stock	11/20/2018		S		500	D	$35.383(4)	72,326	D
Common Stock	11/20/2018		S		20,583	D	$35.0176(5)	51,743	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
Nonqualified Stock Option (Right to Buy)	$14.01	11/19/2018		M			2,469	(6)	04/10/2023	Common Stock	2,469	$0.0000	29,349	D
Nonqualified Stock Option (Right to Buy)	$19.04	11/19/2018		M			10,780	(7)	06/09/2027	Common Stock	10,780	$0.0000	53,903	D
Nonqualified Stock Option (Right to Buy)	$14.01	11/20/2018		M			13,440	(6)	04/10/2023	Common Stock	13,440	$0.0000	15,909	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.91 to $37.18, inclusive. The reporting person undertakes to provide to HMS Holdings Corp., any security holder of HMS Holdings Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), (3), (4) and (5) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.86 to $36.85, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.86 to $35.74, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.335 to $35.40, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.33 to $35.30, inclusive.

6. The option vests in four equal installments on April 11, 2017, 2018, 2019 and 2020.

7. One-half of the option vests in three equal installments on March 3, 2018, 2019 and 2020. The other one-half of the option vests as follows: two-thirds vests on March 3, 2019 and one-third vests on March 3, 2020.

	Kimberly J. Day, as Attorney-in-Fact for Meredith W. Bjorck	11/21/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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