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This excerpt taken from the WBMD 8-K filed Nov 23, 2009. Restricted
Stock Awards
WebMD’s Restricted Stock consists of shares of WebMD
Class A Common Stock which have been awarded to employees
with restrictions that cause them to be subject to substantial
risk of forfeiture and restrict their sale or other transfer by
the employee until they vest. Generally, WebMD Restricted Stock
awards vest ratably over periods ranging from four to five years
from their individual award dates subject to continued
Table of Contents
HLTH
CORPORATION
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
employment on the applicable vesting dates. The following table
summarizes the activity of non-vested WebMD Restricted Stock:
Proceeds received from the exercise of options to purchase
shares of WebMD’s Class A Common Stock were $2,236 and
$5,532 during the three and nine months ended September 30,
2009, respectively, and $1,061 and $3,453 during the three and
nine months ended September 30, 2008, respectively. The
intrinsic value related to the exercise of these stock options,
as well as the fair value of shares of WebMD’s Restricted
Stock that vested, was $4,410 and $6,017 during the three and
nine months ended September 30, 2009, respectively, and
$3,299 and $5,769 during the three and nine months ended
September 30, 2008, respectively.
This excerpt taken from the WBMD 8-K filed Jul 2, 2009. Restricted
Stock Awards
The Company Restricted Stock consists of shares of the
Company’s Class A Common Stock which have been awarded
to employees with restrictions that cause them to be subject to
substantial risk of forfeiture and restrict their sale or other
transfer by the employee until they vest. Generally, the
Company’s Restricted Stock awards vest ratably over periods
ranging from four to five years from their individual award
dates subject to
Table of Contents
WEBMD
HEALTH CORP.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
continued employment on the applicable vesting dates. The
following table summarizes the activity of non-vested Company
Restricted Stock for the years ended December 31, 2008,
2007 and 2006:
Proceeds received from the exercise of options to purchase the
Company’s Class A Common Stock were $3,797, $14,355
and $5,257 for the years ended December 31, 2008, 2007 and
2006, respectively. The intrinsic value related to the exercise
of these stock options, as well as the fair value of shares of
the Company Restricted Stock that vested was $6,100, $24,821 and
$9,115 for the years ended December 31, 2008, 2007 and
2006, respectively.
This excerpt taken from the WBMD 10-Q filed May 11, 2009. Restricted
Stock Awards
The Company Restricted Stock consists of shares of the
Company’s Class A Common Stock which have been awarded
to employees with restrictions that cause them to be subject to
substantial risk of forfeiture and restrict their sale or other
transfer by the employee until they vest. Generally, the
Company’s Restricted Stock awards vest ratably over periods
ranging from four to five years from their individual award
dates subject to continued employment on the applicable vesting
dates. The following table summarizes the activity of non-vested
Company Restricted Stock during the three months ended
March 31, 2009:
Proceeds received from the exercise of options to purchase the
Company’s Class A Common Stock were $1,922 and $589
during the three months ended March 31, 2009 and 2008,
respectively. The intrinsic value related to the exercise of
these stock options, as well as the fair value of shares of the
Company Restricted Stock that vested, was $790 and $971 during
the three months ended March 31, 2009 and 2008,
respectively.
These excerpts taken from the WBMD 10-K filed Feb 27, 2009. Restricted
Stock Awards
HLTH Restricted Stock consists of shares of HLTH Common Stock
which have been awarded to the Company’s employees with
restrictions that cause them to be subject to substantial risk
of forfeiture and restrict their sale or other transfer by the
employee until they vest. Generally, HLTH Restricted Stock
awards vest ratably over periods ranging from three to five
years based on their individual award dates subject to continued
employment on the applicable vesting dates. The following table
summarizes the activity of non-vested HLTH Restricted Stock
relating to the Company’s employees for the years ended
December 31, 2008, 2007 and 2006:
Proceeds received by HLTH from the exercise of options to
purchase HLTH Common Stock were $6,672, $49,538 and $26,173 for
the years ended December 31, 2008, 2007 and 2006,
respectively. The intrinsic value related to the exercise of
these stock options, as well as the fair value of shares of HLTH
Restricted Stock that vested was $3,685, $18,326 and $18,020 for
the years ended December 31, 2008, 2007 and 2006,
respectively.
Restricted
Stock Awards
The Company Restricted Stock consists of shares of the
Company’s Class A Common Stock which have been awarded
to employees with restrictions that cause them to be subject to
substantial risk of forfeiture and restrict their sale or other
transfer by the employee until they vest. Generally, the
Company’s Restricted Stock awards vest ratably over periods
ranging from four to five years from their individual award
dates subject to
Table of Contents
WEBMD
HEALTH CORP.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
continued employment on the applicable vesting dates. The
following table summarizes the activity of non-vested Company
Restricted Stock for the years ended December 31, 2008,
2007 and 2006:
Proceeds received from the exercise of options to purchase the
Company’s Class A Common Stock were $3,797, $14,355
and $5,257 for the years ended December 31, 2008, 2007 and
2006, respectively. The intrinsic value related to the exercise
of these stock options, as well as the fair value of shares of
the Company Restricted Stock that vested was $6,100, $24,821 and
$9,115 for the years ended December 31, 2008, 2007 and
2006, respectively.
This excerpt taken from the WBMD 10-Q filed Nov 10, 2008. Restricted
Stock Awards
Company Restricted Stock consists of shares of Company
Class A Common Stock which have been awarded to employees
with restrictions that cause them to be subject to substantial
risk of forfeiture and restrict their sale or other transfer by
the employee until they vest. Generally, the Company’s
Restricted Stock awards vest ratably over a four year period
from their individual award dates subject to continued
employment on the applicable vesting dates. The following table
summarizes the activity of non-vested Company Restricted Stock
during the nine months ended September 30, 2008:
Proceeds received from the exercise of options to purchase
Company Class A Common Stock were $1,061 and $3,453 during
the three and nine months ended September 30, 2008,
respectively, and $2,767 and $8,490 during the three and nine
months ended September 30, 2007, respectively. The
intrinsic value related to the exercise of these stock options,
as well as the fair value of shares of Company Restricted Stock
that vested was $3,299 and $5,769 during the three and nine
months ended September 30, 2008, respectively, and $8,203
and $15,291 during the three and nine months ended
September 30, 2007, respectively.
This excerpt taken from the WBMD DEF 14A filed Nov 5, 2008. RESTRICTED
STOCK AWARDS
10.1 Grant of Restricted Stock. The
Committee is authorized to make Awards of Restricted Stock to
Participants in such amounts and subject to such terms and
conditions as may be selected by the Committee. All Awards of
Restricted Stock shall be evidenced by a Restricted Stock Award
Agreement.
10.2 Issuance and
Restrictions. Restricted Stock shall be subject
to such restrictions on transferability and other restrictions
as the Committee may impose (including, without limitation,
limitations on the right to vote Restricted Stock or the right
to receive dividends on the Restricted Stock). These
restrictions may lapse separately or in combination at such
times, under such circumstances, in such installments, upon the
WebMD 2005 Long-Term
Incentive Plan —
As Amended Through October 28, 2008
Annex A – Page 10
Table of Contents
satisfaction of performance goals or otherwise, as the Committee
determines at the time of the grant of the Award or thereafter.
10.3 Forfeiture. Except as otherwise
determined by the Committee at the time of the grant of the
Award or thereafter, upon termination of employment during the
applicable restriction period or upon failure to satisfy a
performance goal during the applicable restriction period,
Restricted Stock that is at that time subject to restrictions
shall be forfeited and reacquired by the Corporation;
provided, however, that the Committee may provide
in any Award Agreement that restrictions or forfeiture
conditions relating to Restricted Stock will be waived in whole
or in part in the event of terminations resulting from specified
causes, and the Committee may in other cases waive in whole or
in part restrictions or forfeiture conditions relating to
Restricted Stock.
10.4 Certificates for Restricted
Stock. Restricted Stock granted under the Plan
may be evidenced in such manner as the Committee shall
determine. If certificates representing shares of Restricted
Stock are registered in the name of the Participant,
certificates must bear an appropriate legend referring to the
terms, conditions and restrictions applicable to such Restricted
Stock.
This excerpt taken from the WBMD 10-Q filed Aug 11, 2008. Restricted
Stock Awards
The Company Restricted Stock consists of shares of the Company
Class A Common Stock which have been awarded to employees
with restrictions that cause them to be subject to substantial
risk of forfeiture and restrict their sale or other transfer by
the employee until they vest. Generally, the Company’s
Restricted Stock awards vest ratably over a four year period
from their individual award dates subject to continued
employment
Table of Contents
WEBMD
HEALTH CORP.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
on the applicable vesting dates. The following table summarizes
the activity of non-vested Company Restricted Stock during the
six months ended June 30, 2008:
Proceeds received from the exercise of options to purchase the
Company Class A Common Stock were $1,803 and $2,392 during
the three and six months ended June 30, 2008, respectively,
and $1,265 and $5,723 during the three and six months ended
June 30, 2007, respectively. The intrinsic value related to
the exercise of these stock options, as well as the fair value
of shares of the Company Restricted Stock that vested was $1,499
and $2,470 during the three and six months ended June 30,
2008, respectively, and $2,045 and $7,088 during the three and
six months ended June 30, 2007.
This excerpt taken from the WBMD 10-Q filed May 12, 2008. Restricted
Stock Awards
The Company Restricted Stock consists of shares of the Company
Class A Common Stock which have been awarded to employees
with restrictions that cause them to be subject to substantial
risk of forfeiture and restrict their sale or other transfer by
the employee until they vest. Generally, the Company’s
Restricted Stock awards vest ratably over a four year period
from their individual award dates subject to continued
employment
Table of Contents
WEBMD
HEALTH CORP.
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
on the applicable vesting dates. The following table summarizes
the activity of non-vested Company Restricted Stock during the
three months ended March 31, 2008:
Proceeds received from the exercise of options to purchase the
Company Class A Common Stock were $589 and $4,458 during
the three months ended March 31, 2008 and 2007,
respectively. The intrinsic value related to the exercise of
these stock options, as well as the fair value of shares of the
Company Restricted Stock that vested was $971 and $5,043 during
the three months ended March 31, 2008 and 2007,
respectively.
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