Sec Form 4 Filing - Pernosky Lawrence R @ AMEDISYS INC - 2017-05-08

Insider filing report for Changes in Beneficial Ownership
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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
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Pernosky Lawrence R
2. Issuer Name and Ticker or Trading Symbol
AMEDISYS INC [ AMED]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Human Resources Officer
(Last) (First) (Middle)
3854 AMERICAN WAY, SUITE A
3. Date of Earliest Transaction (MM/DD/YY)
05/08/2017
(Street)
BATON ROUGE, LA70816
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/08/2017 M 8,876 A $ 27.35 30,093 D
Common Stock 05/08/2017 S 12,281 D $ 58.65 ( 1 ) 17,812 D
Common Stock 05/09/2017 M 11,500 A $ 27.35 29,312 D
Common Stock 05/09/2017 S 10,900 D $ 58.75 ( 2 ) 18,412 D
Common Stock 05/09/2017 S 600 D $ 59.25 ( 3 ) 17,812 D
Common Stock 05/10/2017 M 2,124 A $ 27.35 19,936 D
Common Stock 05/10/2017 M 5,626 A $ 27.35 25,562 D
Common Stock 05/10/2017 M 3,750 A $ 27.35 29,312 D
Common Stock 05/10/2017 S 11,300 D $ 58.99 ( 4 ) 18,012 D
Common Stock 05/10/2017 S 200 D $ 57.83 ( 5 ) 17,812 D
Common Stock 05/08/2017 S 214.9897 D $ 58.45 0 I Through 401(k) Plan
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option (Right to Buy) $ 27.35 05/08/2017 M 8,876 ( 6 ) 05/01/2025 Common Stock 8,876 $ 0 36,124 ( 6 ) D
Stock Option (Right to Buy) $ 27.35 05/09/2017 M 11,500 ( 6 ) 05/01/2025 Common Stock 11,500 $ 0 24,624 ( 6 ) D
Stock Option (Right to Buy) $ 27.35 05/10/2017 M 2,124 ( 6 ) 05/01/2025 Common Stock 2,124 $ 0 22,500 ( 6 ) D
Stock Option (Right to Buy) $ 27.35 05/10/2017 M 5,626 ( 7 ) 05/01/2025 Common Stock 5,626 $ 0 5,624 ( 7 ) D
Stock Option (Right to Buy) $ 27.35 05/10/2017 M 3,750 ( 8 ) 05/01/2025 Common Stock 3,750 $ 0 7,500 ( 8 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pernosky Lawrence R
3854 AMERICAN WAY, SUITE A
BATON ROUGE, LA70816
Chief Human Resources Officer
Signatures
/s/ David L. Kemmerly, pursuant to a power of attorney 05/10/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.30 to $59.06, inclusive. The reporting person undertakes to provide to Amedisys, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), (3), (4), and (5) to this Form 4.
( 2 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.20 to $59.01, inclusive.
( 3 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.22 to $59.29, inclusive.
( 4 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.62 to $59.27, inclusive.
( 5 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.70 to $57.96, inclusive.
( 6 )The reporting person was granted 45,000 time-based stock options (the "Time-Based Stock Options") on May 1, 2015. The Time-Based Stock Options are subject to time-based vesting conditions. The Time-Based Stock Options vested in equal, 25% installments on each of May 1, 2016 and May 1, 2017 and will vest in equal, 25% installments on each of May 1, 2018 and May 1, 2019, provided that the Reporting Person remains continuously employed by the Issuer on each such date, subject to pro-rated vesting provisions as provided in the award agreement for the Time-Based Stock Options.
( 7 )On May 1, 2015, the reporting person was granted 11,250 performance-based stock options (the "2015 Tranche Stock Options") that were subject to achievement of identified performance goals for fiscal year 2015, which the Compensation Committee of the Issuer's Board of Directors has certified as achieved. The 2015 Tranche Stock Options are subject to additional time-based vesting conditions (2,813 vested on May 1, 2016, 2,813 vested on May 1, 2017, 2,812 will vest on May 1, 2018 and 2,812 will vest on May 1, 2019), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the 2015 Tranche Stock Options.
( 8 )On May 1, 2015, the reporting person was granted 11,250 performance-based stock options (the "2016 Tranche Stock Options") that were subject to achievement of identified performance goals for fiscal year 2016, which the Compensation Committee of the Issuer's Board of Directors has certified as achieved. The 2016 Tranche Stock Options are subject to additional time-based vesting conditions (one-third vested on May 1, 2017, and one-third will vest on each of May 1, 2018 and May 1, 2019), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the 2016 Tranche Stock Options.

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