SEC Filing | Chemed Corporation

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Witzeman Michael D

(Last)

(First)

(Middle)

2600 CHEMED CENTER

255 EAST FIFTH STREET

(Street)

CINCINNATI

45202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2017

3. Issuer Name and Ticker or Trading Symbol
CHEMED CORP [ CHE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
vice president and controller

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
capital stock	5,136	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
performance stock units	⁽¹⁾	⁽¹⁾	capital stock	265	⁽²⁾	D
performance stock units	⁽³⁾	⁽³⁾	capital stock	265	⁽²⁾	D
performance stock units	⁽⁴⁾	⁽⁴⁾	capital stock	632	⁽²⁾	D
performance stock units	⁽⁵⁾	⁽⁵⁾	capital stock	604	⁽²⁾	D
stock option (right to buy with tandem tax withholding)	⁽⁶⁾	11/08/2023	capital stock	3,551	70.3	D
stock option (right to buy with tandem tax withholding)	⁽⁷⁾	11/07/2024	capital stock	6,000	106.59	D
stock option (right to buy with tandem tax withholding)	⁽⁸⁾	11/06/2020	capital stock	6,000	157.36	D
stock option (righ to buy with tandem tax withholding)	⁽⁹⁾	11/04/2021	capital stock	10,000	135.85	D

Explanation of Responses:

1. The restricted stock units vest based on the extent to which the Company achieves certain Earnings per Share performance targets over a performance period of January 1, 2015 through December 31, 2017 with the determination of such performance level to be made no later than March 15, 2018 and earned shares of Capital Stock to be delivered thereafter.

2. each performance stock unit represents a contingent right to receive one share of Chemed capital stock

3. The restricted stock units vest based on the extent to which the Company achieves certain Total Shareholder Return performance targets over a performance period of January 1, 2015 through December 31, 2017 with the determination of such performance level to be made no later than March 15, 2018 and earned shares of Capital Stock to be delivered thereafter.

4. PSU's vest based on the extent to which the Company achieves certain performance targets over a performance period of January 1, 2016 - December 31, 2018. The determination of the performance level is to be made by March 15, 2019 and earned shares to be delivered thereafter.

5. PSU's vest based on the extent to which the Company achieves certain performance targets over a performance period of January 1, 2017 - December 31, 2019. The determination of the performance level is to be made by March 15, 2020 and earned shares to be delivered thereafter

6. Vesting in three equal annual installments commencing 11/8/2014.

7. Vesting in three equal annual installments commencing 11/7/2015

8. vesting in three equal annual installments commencing 11/6/2016.

9. Vesting in three equal annual installments commencing 11/04/2017

Remarks:

	Michael D. Witzeman	04/07/2017
	** 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 5 (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 Number.