Magellan Health : Statement of changes in beneficial ownership of securities

SEC Form 4

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549	OMB APPROVAL
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
OMB Number:	3235-0287
	Estimated average burden
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934	hours per response:	0.5
or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person*

2. Issuer Name and Ticker or Trading Symbol

5. Relationship of Reporting Person(s) to Issuer

WEST JEFFREY N

MAGELLAN HEALTH INC[ MGLN ]

(Check all applicable)

Director

10% Owner

X

Officer (give title

Other (specify

(Last)

(First)

(Middle)

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

below)

below)

SVP & Controller

14100 MAGELLAN PLAZA

03/05/2020

(Street)

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable

Line)

MARYLAND

MO

63043

X Form filed by One Reporting Person

HEIGHTS

Form filed by More than One Reporting

Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2. Transaction

2A. Deemed

3.

4. Securities Acquired (A) or

5. Amount of

6. Ownership

7. Nature

Date

Execution Date,

Transaction

Disposed Of (D) (Instr. 3, 4 and 5)

Securities

Form: Direct

of Indirect

(Month/Day/Year)

if any

Code (Instr.

Beneficially

(D) or Indirect

Beneficial

(Month/Day/Year)

8)

Owned Following

(I) (Instr. 4)

Ownership

Reported

(Instr. 4)

Code

V

Amount

(A) or

Price

Transaction(s)

(D)

(Instr. 3 and 4)

Ordinary Common Stock, $0.01 par value

03/05/2020

M(1)

839

A

$0.00(2)

22,240

D

Ordinary Common Stock, $0.01 par value

03/05/2020

F(3)

244

D

$60.03(4)

21,996

D

Ordinary Common Stock, $0.01 par value

03/05/2020

M(5)

1,448

A

$0.00(2)

23,444

D

Ordinary Common Stock, $0.01 par value

03/05/2020

F(3)

429

D

$60.03(4)

23,015

D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of

2.

3. Transaction

3A. Deemed

4.

5. Number

6. Date Exercisable and

7. Title and

8. Price of

9. Number of

10.

11. Nature

Derivative

Conversion

Date

Execution Date,

Transaction

of

Expiration Date

Amount of

Derivative

derivative

Ownership

of Indirect

Security

or Exercise

(Month/Day/Year)

if any

Code (Instr.

Derivative

(Month/Day/Year)

Securities

Security

Securities

Form:

Beneficial

(Instr. 3)

Price of

(Month/Day/Year)

8)

Securities

Underlying

(Instr. 5)

Beneficially

Direct (D)

Ownership

Derivative

Acquired

Derivative Security

Owned

or Indirect

(Instr. 4)

Security

(A) or

(Instr. 3 and 4)

Following

(I) (Instr. 4)

Disposed

Reported

of (D)

Transaction(s)

(Instr. 3, 4

(Instr. 4)

and 5)

Amount

or

Number

Date

Expiration

of

Code

V

(A)

(D)

Exercisable

Date

Title

Shares

Restricted

$0.00(2)

03/05/2020

M(1)

839

03/05/2020

(2)

Common

839

$0.00(2)

839

D

Stock

Stock

Restricted

$0.00(2)

M(5)

(2)

Common

1,448

$0.00(2)

Stock

03/05/2020

1,448

03/05/2020

2,894

D

Units

Stock

Explanation of Responses:

1. This transaction was effectuated by a one-third vesting of the Restricted Stock Unit Award granted on March 5, 2018. 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 5, 2020.
5. This transaction was effectuated by a one-third vesting of the Restricted Stock Unit Award granted on March 5, 2019. Each Restricted Stock Unit represents a contingent right to receive one share of Magellan common stock.

Remarks:

/s/ Jeffrey N. West		03/09/2020
** 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.
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