NHC CFO exercises options, pays taxes in shares
National Healthcare Corp SVP and CFO Brian F. Kidd exercised stock options and settled related obligations in shares.
Rhea-AI Filing Summary
National Healthcare Corp SVP and CFO Brian F. Kidd exercised stock options and settled related obligations in shares. He exercised derivative securities covering 4,500 shares of common stock through option exercises and had 3,134 shares of common stock withheld by the company to pay the exercise price and tax withholding obligations. These transactions are compensation-related and were granted under the 2020 Omnibus Equity Incentive Plan. Kidd also retains unexercised options linked to 14,000 and 4,147 underlying common shares at exercise prices of $157.13 and $53.94 per share, respectively.
Positive
- None.
Negative
- None.
Insider Trade Summary
4,500 shares exercised/converted
Exercise
7 txns
Insider
KIDD BRIAN F
Role
SVP, CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Option to Purchase Common Stock | 4,000 | $0.00 | $0.00 |
| Exercise | Option to Purchase Common Stock | 500 | $0.00 | $0.00 |
| Exercise | Common Stock | 4,000 | $94.10 | $376K |
| Exercise | Common Stock | 500 | $90.62 | $45K |
| Exercise Price or Tax Liability | Common Stock | 3,134 | $197.96 | $620K |
| holding | Option to Purchase Common Stock | -- | -- | -- |
| holding | Option to Purchase Common Stock | -- | -- | -- |
Holdings After Transaction:
Option to Purchase Common Stock — 31,147 contracts for 18,147 underlying shares (Direct);
Common Stock — 30,496 shares (Direct)
Footnotes (4)
- F1. These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on March 5, 2024. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).
- F2. These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on February 24, 2025. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).
- F3. Shares were withheld by the Company to pay the exercise price and withholding tax obligations.
- F4. Total amount of shares beneficially owned following transactions reported on this form.
Key Figures
Option exercises: 4,500 shares
Tax withholding shares: 3,134 shares
Option strike price: $90.62 per share
+5 more
8 metrics
Option exercises
4,500 shares
Derivative exercises (M code) into common stock
Tax withholding shares
3,134 shares
Shares withheld to pay exercise price and taxes
Option strike price
$90.62 per share
Exercised option on common stock
Option strike price
$94.10 per share
Exercised option on common stock
Remaining option underlying shares
14,000 shares
Option exercisable at $157.13, expires 2031-02-23
Remaining option underlying shares
4,147 shares
Option exercisable at $53.94, expires 2028-03-08
Tax-withholding code
Code F
Disposition to pay exercise price or tax liability
Option exercise code
Code M
Exercise or conversion of derivative security
Key Terms
2020 Omnibus Equity Incentive Plan, Rule 16b-3(d), withholding tax obligations, derivative security, +1 more
5 terms
2020 Omnibus Equity Incentive Plan financial
"These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on March 5, 2024."
Rule 16b-3(d) regulatory
"The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d)."
Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.
withholding tax obligations financial
"Shares were withheld by the Company to pay the exercise price and withholding tax obligations."
derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did NHC SVP & CFO Brian Kidd report in this Form 4 transaction?
Brian Kidd reported option exercises and related share withholdings. He exercised derivative securities for 4,500 National Healthcare Corp shares and had 3,134 shares withheld by the company to cover the option exercise price and associated tax obligations under its 2020 Omnibus Equity Incentive Plan.
What stock options does NHC CFO Brian Kidd retain after this Form 4?
Kidd retains options linked to 14,000 and 4,147 underlying common shares. These options carry exercise prices of $157.13 and $53.94 per share, respectively, and have expiration dates in 2031 and 2028, providing potential future equity exposure if exercised later.
Under which plan were Brian Kidd’s NHC stock options granted?
The options were granted under the 2020 Omnibus Equity Incentive Plan. Footnotes state that grants on March 5, 2024 and February 24, 2025, and their exercises, are exempt from Section 16(b) short-swing profit rules pursuant to Rule 16b-3(d), reflecting standard executive compensation structuring.
AI-generated analysis. How Rhea-AI works. Not financial advice.
