SEC Form 5

FORM 5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

OMB APPROVAL

Washington, D.C. 20549

OMB Number:

3235-0362

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL

Estimated average burden

hours per response:

1.0

OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934

or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person *

PETERZALEK JOHN

(Last)

(First)

(Middle)

2800 ROCKCREEK PARKWAY

(Street)

NORTH

MO

64117

KANSAS CITY

(City)

(State)

(Zip)

2.

Issuer Name and Ticker or Trading Symbol

5. Relationship of Reporting Person(s) to Issuer

CERNER Corp[ CERN ]

(Check all applicable)

Director

10% Owner

3.

Statement for Issuer's Fiscal Year Ended (Month/Day/Year)

X

Officer (give title

Other (specify

12/28/2019

below)

below)

EVP and Chief Client Officer

4.

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 Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2. Transaction

2A. Deemed

3.

4. Securities Acquired (A) or Disposed Of

5. Amount of

6.

7. Nature of

Date

Execution Date,

Transaction

(D) (Instr. 3, 4 and 5)

Securities

Ownership

Indirect

(Month/Day/Year)

if any

Code (Instr.

Beneficially

Form: Direct

Beneficial

(Month/Day/Year)

8)

(A) or

Owned at end of

(D) or

Ownership

Amount

Price

Issuer's Fiscal

Indirect (I)

(Instr. 4)

(D)

Year (Instr. 3 and

(Instr. 4)

4)

Common Stock

12/28/2019

J(1)

178

A

$59.87(1)(2)

8,731

I

by 401(k)

Plan

by

Common Stock

14,505

I

Revocable

Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of

2.

3. Transaction

3A. Deemed

4.

5. Number

6. Date Exercisable and

7. Title and Amount

8. Price

9. Number of

10.

11. Nature

Derivative

Conversion

Date

Execution Date,

Transaction

of

Expiration Date

of Securities

of

derivative

Ownership

of Indirect

Security

or Exercise

(Month/Day/Year)

if any

Code (Instr.

Derivative

(Month/Day/Year)

Underlying

Derivative

Securities

Form:

Beneficial

(Instr. 3)

Price of

(Month/Day/Year)

8)

Securities

Derivative Security

Security

Beneficially

Direct (D)

Ownership

Derivative

Acquired

(Instr. 3 and 4)

(Instr. 5)

Owned

or Indirect

(Instr. 4)

Security

(A) or

Following

(I) (Instr. 4)

Disposed

Reported

of (D)

Transaction(s)

(Instr. 3, 4

(Instr. 4)

and 5)

Amount

or

Number

Date

Expiration

of

(A)

(D)

Exercisable

Date

Title

Shares

Non-

Qualified

Stock

$67.24

05/12/2017

05/12/2025

Common

50,000

50,000

D

Option

Stock

(right to

buy)

Non-

Qualified

Stock

$55.24

05/10/2018

05/10/2026

Common

32,800

32,800

D

Option

Stock

(right to

buy)

Non-

Qualified

Stock

$65.27

05/01/2019

05/01/2027

Common

82,000

82,000

D

Option

Stock

(right to

buy)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of

2.

3. Transaction

3A. Deemed

4.

5. Number

6. Date Exercisable and

7. Title and Amount

8. Price

9. Number of

10.

11. Nature

Derivative

Conversion

Date

Execution Date,

Transaction

of

Expiration Date

of Securities

of

derivative

Ownership

of Indirect

Security

or Exercise

(Month/Day/Year)

if any

Code (Instr.

Derivative

(Month/Day/Year)

Underlying

Derivative

Securities

Form:

Beneficial

(Instr. 3)

Price of

(Month/Day/Year)

8)

Securities

Derivative Security

Security

Beneficially

Direct (D)

Ownership

Derivative

Acquired

(Instr. 3 and 4)

(Instr. 5)

Owned

or Indirect

(Instr. 4)

Security

(A) or

Following

(I) (Instr. 4)

Disposed

Reported

of (D)

Transaction(s)

(Instr. 3, 4

(Instr. 4)

and 5)

Amount

or

Number

Date

Expiration

of

(A)

(D)

Exercisable

Date

Title

Shares

Non-

Qualified

Stock

$57.24

05/04/2020

05/04/2028

Common

61,247

61,247

D

Option

Stock

(right to

buy)

Restricted

Common

Stock

$0.00

05/04/2021

05/04/2021

7,145

7,145

D

Stock

Units

Restricted

Common

Stock

$0.00

09/07/2020

09/07/2021

31,139

31,139

D

Stock

Units

Restricted

Common

Stock

$0.00

04/29/2020

04/29/2022

22,543

22,543

D

Stock

Units

Explanation of Responses:

  1. Represents shares acquired through routine payroll deduction and participation in the issuer's 401(k) plan between 12/30/2018 and 12/28/2019, at prices ranging from $53.70 to $72.88 per share. Balance is based on plan statement as of 12/28/2019. This transaction qualifies as a non-discretionary transaction from a tax-qualified plan.
  2. Full information regarding the number of shares acquired at each separate price will be provided upon request by the Commission staff, Cerner Corporation, or a Cerner shareholder.

Remarks:

/s/ Shane M. Dawson, by Power 01/17/2020 of Attorney

** 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 Number.

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Cerner Corporation published this content on 17 January 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 January 2020 21:18:04 UTC