NATIONAL HEALTHCARE (NHC) Sr VP exercises options, now holds 18,412 shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
NATIONAL HEALTHCARE CORP senior vice president of patient services Vicki L. Dodson exercised stock options and adjusted her equity holdings. On the reported date, she exercised options to acquire 4,000 shares of common stock at $94.10 per share.
The company withheld 2,853 shares at a value of $173.63 per share to cover the option exercise price and related tax obligations, a non‑market, tax-withholding disposition. Following these transactions, she directly owns about 18,412.5455 shares of common stock and retains stock options over 14,000 shares at $157.13 and 9,000 shares at $90.62, expiring in 2031 and 2030, respectively.
Positive
- None.
Negative
- None.
Insights
Routine option exercise with tax withholding; insider increases equity exposure.
Senior VP Vicki L. Dodson exercised stock options to acquire 4,000 NATIONAL HEALTHCARE CORP common shares at $94.10 per share. This converts part of her derivative compensation into actual stock, increasing her direct equity stake.
To fund the exercise price and tax obligations, the company withheld 2,853 shares at $173.63 per share, a standard F-code tax-withholding disposition rather than an open-market sale. After these moves, she directly holds about 18,412.5455 shares.
Dodson still has meaningful upside leverage through remaining options on 14,000 shares at an exercise price of $157.13 expiring on February 23, 2031, and 9,000 shares at $90.62 expiring on February 24, 2030. Future filings will show if she further exercises or restructures these positions.
Insider Trade Summary
4,000 shares exercised/converted
Mixed
5 txns
Insider
Dodson Vicki L
Role
Sr.VP Patient Srvcs
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Option to Purchase Common Stock | 4,000 | $0.00 | -- |
| Exercise | Shares of Common Stock held in my name | 4,000 | $94.10 | $376K |
| Tax Withholding | Shares of Common Stock held in my name | 2,853 | $173.63 | $495K |
| holding | Option to Purchase Common Stock | -- | -- | -- |
| holding | Option to Purchase Common Stock | -- | -- | -- |
Holdings After Transaction:
Option to Purchase Common Stock — 4,000 shares (Direct, null);
Shares of Common Stock held in my name — 18,412.546 shares (Direct, null)
Footnotes (1)
- 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). Shares were withheld by the Company to pay the exercise price and withholding tax obligations. Total amount of shares beneficially owned following transactions reported on this form.
Key Figures
Options exercised: 4,000 shares at $94.10
Shares withheld for taxes: 2,853 shares at $173.63
Shares owned after transactions: 18,412.5455 shares
+3 more
6 metrics
Options exercised
4,000 shares at $94.10
Exercise of options into common stock
Shares withheld for taxes
2,853 shares at $173.63
F-code tax-withholding disposition
Shares owned after transactions
18,412.5455 shares
Direct common stock ownership post-transaction
Remaining options block 1
14,000 shares at $157.13
Option to purchase common stock, expires 2031-02-23
Remaining options block 2
9,000 shares at $90.62
Option to purchase common stock, expires 2030-02-24
Tax-withholding shares count
2,853 shares
transactionSummary taxWithholdingShares
Key Terms
2020 Omnibus Equity Incentive Plan, Section 16(b), Rule 16b-3(d), tax-withholding disposition, +1 more
5 terms
2020 Omnibus Equity Incentive Plan financial
"These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan"
Section 16(b) regulatory
"grant and exercise of these stock options are exempt from Section 16(b)"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-3(d) regulatory
"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.
tax-withholding disposition financial
"Shares were withheld by the Company to pay the exercise price and withholding tax obligations"
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.
derivative security financial
"transaction code "M" described as 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.
FAQ
What insider transaction did NHC executive Vicki L. Dodson report on this Form 4?
Vicki L. Dodson reported exercising stock options to acquire 4,000 shares of NATIONAL HEALTHCARE CORP common stock at $94.10 per share. The filing also shows company share withholding to cover the option exercise price and related tax obligations, along with her updated share ownership position.
What stock options did Vicki L. Dodson exercise in NATIONAL HEALTHCARE CORP?
She exercised options to purchase 4,000 shares of NATIONAL HEALTHCARE CORP common stock at $94.10 per share. These options were granted under the 2020 Omnibus Equity Incentive Plan, with the grant and exercise described as exempt from Section 16(b) under Rule 16b-3(d).
What derivative positions does Vicki L. Dodson still hold in NATIONAL HEALTHCARE CORP stock?
Following the transactions, she holds options over 14,000 underlying shares at an exercise price of $157.13 expiring in 2031, and 9,000 underlying shares at $90.62 expiring in 2030. These remaining options provide additional potential future equity exposure to NATIONAL HEALTHCARE CORP.
Under which plan were Vicki L. Dodson’s NHC stock options granted and how are they treated under Section 16(b)?
The stock options were granted under the 2020 Omnibus Equity Incentive Plan. The grant and exercise of these options are described as exempt from Section 16(b) short-swing profit rules pursuant to Rule 16b-3(d), which governs certain insider compensation-related equity transactions.