Leroy E. Jr. McIntosh Form 4 NATIONAL HEALTHCARE / Leroy E. Jr. McIntosh 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^*

McIntosh Leroy E. Jr.

(Last) (First) (Middle)

100 VINE STREET

(Street)

MURFREESBORO TN 37130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATIONAL HEALTHCARE CORP [ NHC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Anc Srvcs & Srvc Strategy

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2021

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
Shares of Common Stock held in my name or my spouse's name	01/01/2021		F		122(1)	D	$66.41	2,680	D
Shares of Common Stock held in my name or my spouse's name	01/06/2021		M		8,000(2)	A	$60.73	10,680	D
Shares of Common Stock held in my name or my spouse's name	01/06/2021		F		6,905(3)	D	$73.97	3,775(4)	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
Option to Purchase Common Stock	$60.73	01/06/2021		M			8,000(2)	02/09/2022(2)	03/11/2022	Common Stock	24,000	$0	16,000	D

Explanation of Responses:

1. On 1/1/2021, 33 1/3 (or 414 shares) of restricted stock originally granted on 2/22/2019 and 2/21/2020 vested. The Company withheld 122 to pay tax obligations.

2. These stock options were granted pursuant to the Company's 2010 Omnibus Equity Incentive Plan on March 14, 2018. On February 13, 2020, the Compensation Committee amended the option to grant the right to exercise up to 25% of the option on or before March 9, 2022 (using up to three separate exercise dates). Any shares issued upon exercise are to be held as restricted stock until February 9, 2022, the original date exercisable. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).

3. Shares were withheld by the Company to pay the exercise price and withholding tax obligations.

4. Total amount of common shares owned following transactions reported on this form.

	/s/ Leroy E. McIntosh, Jr.	01/08/2021
	** 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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