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- Statement of Changes in Beneficial Ownership (4)

Date : 04/03/2012 @ 7:39PM
Source : Edgar (US Regulatory)
Stock : Diversicare Healthcare Services, Inc. (MM) (AVCA)
Quote : 5.3899  0.0 (0.00%) @ 2:05AM
Diversicare Healthcare Services, Inc. (MM) share price Chart

- Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Gill Kelly J.
2. Issuer Name and Ticker or Trading Symbol

ADVOCAT INC [ AVCA ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
CEO & President
(Last)          (First)          (Middle)

1621 GALLERIA BOULEVARD
3. Date of Earliest Transaction (MM/DD/YYYY)

3/31/2012
(Street)

BRENTWOOD, TN 37027
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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                  29805   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Dividend Equivalent Rights on 2012 Restricted Stock     (1) 3/31/2012     A      265.44         (1)   (1) Common Stock   265.44   $0.00   265.44   D    
2012 Restricted Stock Units     (2) 3/31/2012     A      88.31         (3)   (3) Common Stock   88.31   $0.00   8405.96   D    
Dividend Equivalent Rights on 2011 Restricted Stock     (4) 3/31/2012     A      34.23         (4)   (4) Common Stock   34.23   $0.00   145.88   D    
2011 Restricted Stock Units     (5) 3/31/2012     A      66.74         (6)   (6) Common Stock   66.74   $0.00   6352.47   D    
Stock Options (right to buy)   $5.60                    11/10/2011   (7) 11/10/2021   Common Stock   50000     50000   D    
Stock Settled Stock Appreciation Right   $6.21                    4/5/2011   (7) 4/5/2020   Common Stock   35000     35000   D    
Stock Settled Stock Appreciation Right   $5.45                    6/18/2011   (7) 6/18/2020   Common Stock   15000     15000   D    

Explanation of Responses:
( 1)  These dividend equivalent rights accrued on shares of restricted stock granted on March 12, 2012 and will vest as the underlying shares vest.
( 2)  Mr. Gill elected to receive $41,006 of his cash bonus for 2011 in Restricted Stock Units under the terms of the Advocat Inc. 2008 Stock Purchase Plan for Key Personnel. Each Restricted Stock Unit is equal to one share.
( 3)  The 2012 Restricted Stock Units shall vest and be exercisable in full on the 2nd anniversary of their original Grant Date (03/12/2012).
( 4)  These dividend equivalent rights accrued on shares of restricted stock granted on March 11, 2011 and will vest as the underlying shares vest.
( 5)  These restricted stock units accrued on restricted stock units originally granted to the reporting person in March 2011 in connection with a dividend declared on the Issuer's common stock. When the issuer declares a dividend, the terms of the original restricted stock units automatically entitle the holder to an additional number of restricted stock units equal to the value of the dividend that would have been received on the restricted stock units had they previously been converted into stock, based on the closing price of the stock on the dividend record date. Each restricted stock unit is equal to one share.
( 6)  The 2011 Restricted Stock Units shall vest and be exercisable in full on the 2nd anniversary of their original Grant Date (03/11/2011).
( 7)  Vests 1/3 on the first anniversary of the date of grant, 1/3 on the second anniversary of the date of grant, and 1/3 on the third anniversary of the date of grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Gill Kelly J.
1621 GALLERIA BOULEVARD
BRENTWOOD, TN 37027
X
CEO & President

Signatures
/s/ Jonathan D. Stanley, Attorney-in-Fact for Kelly J. Gill 4/3/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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