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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol CERNER CORP /MO/ [ CERN ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 02/10/2017 | ||||||||||||||||||||||||||
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 | ||||||
Common Stock | 01/06/2017 | J(1) | 1,000,000 | D | $0.00 | 17,660,573(2) | I | by Revocable Trust | ||
Common Stock | 02/10/2017 | M | 320,000 | A | $13.4525 | 17,980,573(2) | I | by Revocable Trust | ||
Common Stock | 02/10/2017 | F | 182,761 | D | $51.5(3) | 17,797,812(2) | I | by Revocable Trust | ||
Common Stock | 01/06/2017 | J(1) | 1,000,000 | A | $0.00 | 1,000,000 | I | by Grantor Retained Annuity Trust | ||
Common Stock | 209,552(2) | I | by Spouse | |||||||
Common Stock | 2,898,940 | I | by Spouse as sole Trustee of Irrevocable Trust for children | |||||||
Common Stock | 136,122 | I | by 401(k) Plan | |||||||
Common Stock | 250,970 | I | by Charitable Remainder Trust | |||||||
Common Stock | 540,230 | I | by Trust as Co-Trustee |
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 | ||||||||
Non-Quallified Stock Option (right to buy) | $13.4525 | 02/10/2017 | M | 320,000 | 03/09/2012 | 03/09/2017 | Common Stock | 320,000 | $13.4525 | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $21.3 | 03/12/2012 | 03/12/2020 | Common Stock | 240,000 | 240,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $25.8 | 03/11/2013 | 03/11/2021 | Common Stock | 220,000 | 220,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $38.43 | 03/09/2014 | 03/09/2022 | Common Stock | 160,000 | 160,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $44.615 | 03/01/2015 | 03/01/2023 | Common Stock | 160,000 | 160,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $60.37 | 03/07/2016 | 03/07/2024 | Common Stock | 146,500 | 146,500 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $70.91 | 03/12/2017 | 03/12/2025 | Common Stock | 146,500 | 146,500 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $54.01 | 03/11/2018 | 03/11/2026 | Common Stock | 157,000 | 157,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $10.055 | 03/14/2013 | 03/14/2018 | Common Stock | 288,000 | 288,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $9.18 | 03/06/2011 | 03/06/2019 | Common Stock | 280,000 | 280,000 | D | ||||||||
Non-Quallified Stock Option (right to buy) | $3.7032 | 06/28/2005 | 06/28/2020 | Common Stock | 1,138,000 | 1,138,000 | D |
Explanation of Responses: |
1. This transaction is neither a sale nor a purchase. It represents a transfer between trusts in which the reporting person has indirect ownership and as such is a change in form of beneficial ownership. |
2. A portion of the reporting person's beneficial ownership (112,000 shares) has been incorrectly reported as held "by Revocable Trust" and is now reported as held "by Spouse". The total beneficial ownership is not affected by the reclassification. |
3. Fair market value per share of shares withheld to satisfy the exercise price and tax withholdings of net exercise of options. |
Remarks: |
/s/Shane M. Dawson, by Power of Attorney | 02/14/2017 | |
** 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). | ||
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. |