Neil E. De Crescenzo - Apr 21, 2022 Form 4 Insider Report for Change Healthcare Inc. (CHNG)

Signature
/s/ Robert Zachary Beasley, as Attorney-in-Fact
Stock symbol
CHNG
Transactions as of
Apr 21, 2022
Transactions value $
$0
Form type
4
Date filed
4/25/2022, 05:03 PM
Previous filing
Apr 19, 2022
Next filing
Jun 3, 2022

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

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CHNG Stock Option (Right to Buy) Award $0 +632K $0.00 632K Apr 21, 2022 Common Stock 632K $18.99 Direct F1
transaction CHNG Stock Option (Right to Buy) Award $0 +94.8K $0.00 94.8K Apr 21, 2022 Common Stock 94.8K $18.99 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects an August 7, 2017 option grant (the "2017 Option Grant") which was previously not required to be reported as a derivative security. On April 21, 2022, the Company approved an additional service-based vesting opportunity for the options. Options to vest in three equal annual installments, subject to the Reporting Person's continued employment through the applicable vesting date, commencing upon the earlier to occur of: (a) affiliates of Blackstone Inc. selling more than 25% of the equity interests of the Company (the "Exit Event") or (b) June 30, 2022. Any options outstanding under 2017 Option Grant will fully vest and become exercisable upon an Exit Event in which the equity interests are sold at a weighted average price in excess of $33.23 per share.
F2 Reflects a May 25, 2018 option grant which was previously not required to be reported as a derivative security. On April 21, 2022, the Company approved an additional service-based vesting opportunity for the options. Options to vest in three equal annual installments, subject to the Reporting Person's continued employment through the applicable vesting date, commencing upon the earlier to occur of: (a) the Exit Event or (b) June 30, 2022.