SEC Filings

10-Q
ENVISION HEALTHCARE CORP filed this Form 10-Q on 11/03/2017
Entire Document
 
Item 1. Financial Statements - (continued)

based share units during the nine months ended September 30, 2017 as the performance conditions have not been determined as of September 30, 2017. The Company expects the performance conditions to be determined during the third year of vesting. At September 30, 2017, 328,929 performance-based share units were outstanding.

The Company did not issue options subsequent to 2008 from the 2014 Plan, and all outstanding options issued under the 2014 Plan are fully vested. Options previously issued under the 2014 Plan were granted at market value on the date of the grant and vested over four years. Outstanding options issued under the 2014 Plan have a term of ten years from the date of grant.

Under Company policy, shares held by outside directors and senior management are subject to certain stock ownership guidelines and restrictions on hedging and pledging.

On December 1, 2016, upon completion of the Merger, each outstanding option to purchase shares of EHH common stock and each outstanding EHH stock unit (including stock units subject to time-based and performance-based vesting conditions) were converted into an option to purchase 0.334 shares of common stock of the Company and 0.334 stock units of the Company, respectively. Each option and stock unit continues to have the same terms and conditions as were in effect under the Envision Healthcare Holdings, Inc. 2013 Omnibus Incentive Plan (“2013 Plan”) prior to the completion of the Merger. During the nine months ended September 30, 2017, the plan was renamed to the Envision Healthcare Corporation 2013 Omnibus Incentive Plan. At September 30, 2017, 5,580,568 shares were authorized for grant under the 2013 Plan and 4,134,210 shares were available for future equity grants. Non-performance and performance-based awards issued under the 2013 Plan have a time-based vesting ranging from one to three years. All options issued under the 2013 Plan have a term of ten years from the date of grant. Under the terms of the 2013 Plan, all equity awards granted thereunder are subject to a one year minimum vesting period.

A summary of the status of non-vested restricted shares at September 30, 2017 and changes during the nine months ended September 30, 2017 is as follows:
 
 
 
Weighted
 
Number
 
Average
 
of Shares
 
Grant Price
Non-vested awards at December 31, 2016
1,240,526

 
$
63.09

Shares granted
681,664

 
64.61

Shares vested
(418,125
)
 
54.37

Shares forfeited
(29,468
)
 
66.50

Non-vested awards at September 30, 2017
1,474,597

 
66.20


A summary of stock option activity for the nine months ended September 30, 2017 is summarized as follows:
 
 
 
 
 
Weighted
 
 
 
Weighted
 
Average
 
 
 
Average
 
Remaining
 
Number
 
Exercise
 
Contractual
 
of Shares
 
Price
 
Term (in years)
Outstanding at December 31, 2016
3,511,114

 
$
20.81

 
5.1
Options granted
239

 
55.98

 
 
Options exercised with total intrinsic value of $18.6 million
(416,256
)
 
13.12

 
 
Options canceled
(89,385
)
 
65.05

 
 
Outstanding at September 30, 2017 with an aggregate intrinsic value of $85.0 million
3,005,712

 
$
20.56

 
4.4
Vested and Exercisable at September 30, 2017 with an aggregate intrinsic value of $84.9 million
2,857,421

 
$
16.12

 
4.0

The aggregate intrinsic value represents the total pre-tax intrinsic value received by the option holders on the exercise date or that would have been received by the option holders had all holders of in-the-money outstanding options at September 30, 2017 exercised their options at the Company’s closing stock price on September 30, 2017.


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