Magellan Health (MGLN) Form 4 MAGELLAN HEALTH / JEFFREY N WEST 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^*

WEST JEFFREY N

(Last) (First) (Middle)

14100 MAGELLAN PLAZA

(Street)

MARYLAND HEIGHTS MO 63043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MAGELLAN HEALTH INC [ MGLN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP & Controller

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2021

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
Ordinary Common Stock, $0.01 par value	03/04/2021		M(1)		1,769	A	$0.00(2)	24,645	D
Ordinary Common Stock, $0.01 par value	03/04/2021		F(3)		562	D	$93.47(4)	24,083	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
Restricted Stock Units	$0.00(2)	03/03/2021		A		4,808		(5)	(2)	Common Stock	4,808	$0.00(2)	4,808	D
Restricted Stock Units	$0.00(2)	03/04/2021		M(1)			1,769	(6)	(2)	Common Stock	1,769	$0.00(2)	3,538	D

Explanation of Responses:

1. This transaction was effectuated by a one-third vesting of the Restricted Stock Unit award granted on March 4, 2020. Each Restricted Stock Unit represents a contingent right to receive one share of Magellan common stock.

2. Not applicable.

3. Represents the portion of shares withheld by the Company in order to pay taxes.

4. Closing price on NASDAQ on March 4, 2021.

5. Restricted Stock Units vest in one third increments on March 3rd of each of 2022, 2023 and 2024, subject to earlier acceleration or forfeiture.

6. The remainder of 3,538 Restricted Stock Units shall vest in equal increments on March 4, 2022 and 2023, subject to earlier acceleration or forfeiture.

Remarks:

	/s/ Jeffrey N. West	03/05/2021
	** 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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