Sec Form 4 Filing - ROTH GREG @ TEAM HEALTH HOLDINGS INC. - 2014-03-17

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
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(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
ROTH GREG
2. Issuer Name and Ticker or Trading Symbol
TEAM HEALTH HOLDINGS INC. [ TMH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
265 BROOKVIEW CENTRE WAY, SUITE 400
3. Date of Earliest Transaction (MM/DD/YY)
03/17/2014
(Street)
KNOXVILLE, TN37919
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 03/17/2014 03/17/2014 M 6,075 ( 1 ) A $ 13.4 170,394 D
Common Stock 03/17/2014 03/17/2014 S 6,075 D $ 44.2585 ( 2 ) 164,319 D
Common Stock 03/17/2014 03/17/2014 M 3,925 ( 1 ) A $ 14.93 168,244 D
Common Stock 03/17/2014 03/17/2014 S 3,925 D $ 44.2585 ( 2 ) 164,319 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Stock Options (Right to Buy) $ 13.4 03/17/2014 03/17/2014 M 6,075 ( 3 ) ( 4 ) 05/27/2020 Common Stock 6,075 $ 0 36,250 D
Stock Options (Right to Buy) $ 14.93 03/17/2014 03/17/2014 M 3,925 ( 3 ) ( 5 ) 12/15/2019 Common Stock 3,925 $ 0 21,115 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ROTH GREG
265 BROOKVIEW CENTRE WAY, SUITE 400
KNOXVILLE, TN37919
X CEO
Signatures
/s/ John R. Stair, attorney-in-fact for Mr. Roth 03/18/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were acquired upon the exercise of stock options and subsequently sold pursuant to a 10b5-1 plan entered into between Greg Roth and Morgan Stanley Smith Barney dated May 10, 2012.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.76 to $44.51, inclusive. The reporting person undertakes to provide to Team Health Holdings, Inc., any security holder of Team Health Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
( 3 )These stock options were exercised and the option shares were sold pursuant to a Rule 10b5-1 Sales Plan dated May 10, 2012 between Greg S. Roth and Morgan Stanley Smith Barney, LLC.
( 4 )The stock options are vested and exercisable with respect to 75% of the underlying shares and shall become exercisable with respect to the remaining 25% of the underlying shares on the fourth anniversary of the May 27, 2010 grant date.
( 5 )The stock options are fully vested and exercisable.

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.