Laboratory Corporation of America (LH) Form 4 LABORATORY CORP OF AMERICA / Jonathan P. DiVincenzo 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^*

DiVincenzo Jonathan P.

(Last) (First) (Middle)

531 SOUTH SPRING STREET

(Street)

BURLINGTON NC 27215

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LABORATORY CORP OF AMERICA HOLDINGS [ LH ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Pres, Central Labs & Intl

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2024

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	03/27/2024		M		3,012	A	(1)	6,412.5491	D
Common Stock	03/27/2024		F(2)		952	D	$216.57	5,460.5491	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 Unit	(1)	03/27/2024		M			3,012	(3)	(3)	Common Stock	3,012	(1)	1,965(4)	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents the contingent right to receive one share of Laboratory Corporation of America Holdings ("Labcorp") Common Stock.

2. Stock withholding to satisfy tax withholding obligations.

3. As previously reported, in connection with the spin-off ("Spin-Off") of Fortrea Holdings Inc. ("Fortrea") by Labcorp, performance awards granted by Labcorp in 2021 for the 3-year performance period through December 31, 2023 (the "2021 PSA") were converted into time-vesting RSUs of Labcorp pursuant to the terms of the Employee Matters Agreement (the "EMA") by and between Labcorp and Fortrea. The 2021 PSA was converted into a number of time-vesting Labcorp RSUs, based on the degree of achievement of the performance criteria subject to the 2021 PSA prior to the Spin-Off and the final adjustment ratio applied to Labcorp equity awards in connection with the Spin-Off, calculated pursuant to the terms of the EMA, which fully vested on March 27, 2024.

4. This number reflects the aggregate number of RSUs held by the reporting person.

	/s/ Sandra D. van der Vaart, Attorney-in-Fact for Jonathan P. DiVincenzo	03/29/2024
	** 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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