Sierra Health Services Inc - Statement of Ownership (SC 13G)
February 14 2008 - 6:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under the
Securities Exchange Act of 1934
(Amendment
No. 21)*
Sierra
Health Services, Inc.
(Name of
Issuer)
Common
Stock
(Title of
Class of Securities)
826322-109
(CUSIP
Number)
December
31, 2007
(Date of
Event Which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
¨
Rule
13d-1(b)
¨
Rule
13d-1(c)
x
Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
SCHEDULE
13G
CUSIP No.
826322-109
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1.
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NAME
OF REPORTING PERSONS (entities only)
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I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
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Anthony M. Marlon,
M.D.
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions)
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(A)
¨
(B)
¨
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3.
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SEC
USE ONLY
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4.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United States of
America
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5
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SOLE
VOTING POWER
-0-
shares of Common Stock at 12/31/07
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NUMBER
OF
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SHARES
BENEFICIALLY
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6
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SHARED
VOTING POWER
4,452,080
at 12/31/07
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OWNED
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BY
EACH REPORTING
PERSON WITH:
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7
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SOLE
DISPOSITIVE POWER
-0-
shares of Common Stock at 12/31/07
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8
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SHARED
DISPOSITIVE POWER
4,452,080
at 12/31/07
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,452,080 shares of Common Stock
at 12/31/07
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10.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions ) |X| See Item 4 of attached Schedule 13G
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0% of outstanding class at
12/31/07
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12.
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TYPE
OF REPORTING PERSON (See Instructions)
IN
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Item
1.
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(a)
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Name
of Issuer:
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Sierra Health Services,
Inc.
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(b)
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Address
of Issuer’s Principal Executive Offices:
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2724 North Tenaya
Way
Las Vegas, Nevada
89128
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Item
2.
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(a)
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Name
of Person Filing:
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Anthony M. Marlon, M.D. (“Dr.
Marlon”)
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(b)
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Address
of Principal Business Office or, if none, Residence:
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2724 North Tenaya
Way
Las Vegas, Nevada
89128
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(c)
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Citizenship:
United States of
America
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(d)
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Title
of Class of Securities:
Common Stock, $.005 par
value
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(e)
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CUSIP
Number:
826322-109
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Item
3.
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This
statement is filed pursuant to Rule 13d-1(c). Items 3(a)
through 3(h) are, therefore, inapplicable.
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Item
4.
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Ownership
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(a)
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Amount
Beneficially Owned:
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Dr.
Marlon may be deemed to beneficially own 4,452,080 shares of Common Stock
at December 31, 2007. That number of shares reported as beneficially owned
includes 3,826,954 shares held indirectly through a total of four trusts
established by Dr. Marlon and his wife, 3,000 shares held indirectly
through a limited partnership (the "Partnership"), 305,296 shares held
indirectly by the AMM&RM Family Limited Partnership ("ARFLP"), and
80,000 shares owned directly. Dr. Marlon may be deemed to have or
share voting power and/or dispositive power over the shares held by the
four trusts and, therefore, to have beneficial ownership with respect to
such shares. Dr. Marlon, as managing general partner of the Partnership,
has sole voting and dispositive power over the shares held by the
Partnership. Dr. Marlon, as a general partner of ARFLP, may be deemed to
have or share voting and/or dispositive power over the shares held by
ARFLP (a limited partnership of which Dr. Marlon, his spouse, and a trust
for the benefit of Jeannine A. Zeller, Dr. Marlon's daughter, are general
and/or limited partners). Dr. Marlon disclaims beneficial ownership
as to the shares held by the four trusts, other than the 1,439,630 shares
held by the Marlon Family Trust (a revocable trust of which he is a
trustee), and the shares held by ARFLP. The number of shares reported as
beneficially owned also includes 24,000 shares that Dr. Marlon has a right
to acquire within 60 days of December 31, 2007, upon exercise of options,
and includes 212,830 shares held for Dr. Marlon's account under the
Company's 401(k) plan for employees. Dr. Marlon's beneficial ownership
does not include 552,020 shares held in five trusts for the benefit of
family members, the trustee of each of which is the law firm of Oshins
& Associates. Dr. Marlon's beneficial ownership also does not
include 88,000 shares deliverable in the future in settlement of
restricted stock units, which do not constitute beneficial ownership
because the restricted stock units are not scheduled to be settled within
60 days after December 31, 2007.
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(b)
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Percent
of Class:
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8.0% of the class of Common Stock
outstanding at December 31, 2007
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(c)
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Number
of shares as to which Dr. Marlon has:
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(i)
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sole
power to vote or to direct the vote:
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-0-
shares of Common Stock at December 31, 2007
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(ii)
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shared
power to vote or to direct the vote:
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4,452,080
shares of Common Stock at December 31, 2007
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(iii)
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sole
power to dispose or to direct the disposition of:
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-0- shares
of Common Stock at December 31, 2007
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(iv)
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shared
power to dispose or to direct the disposition of:
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4,452,080
shares of Common Stock at December 31, 2007
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Item
5.
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Ownership
of Five Percent or Less of a Class
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Not
applicable.
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another Person
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Not
applicable.
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company
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Not
applicable.
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Item
8.
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Identification
and Classification of Members of the Group
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Not
applicable.
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Item
9.
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Notice
of Dissolution of Group
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Not
applicable.
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Item
10.
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Certification.
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Not
applicable. This statement is filed pursuant to Rule
13d-1(d).
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The filing of this Amendment to
Schedule 13G and amendments hereto, and the statements herein and therein, shall
not be construed as an admission that any filing person or any other person
named herein is, for purposes of Section 13(d), 13(g), 16(a), or 16(b) under the
Exchange Act, or for any other purpose, the beneficial owner of any of the
securities described herein or therein, except to the extent that a natural
person is reported as having voting and dispositive power, and thus beneficial
ownership for purposes of Sections 13(d) and 13(g), over securities owned
directly by such person
SIGNATURES
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
February
13, 2008
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Date
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/
s/
Anthony M. Marlon,
M.D.
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ANTHONY
M. MARLON, M.D.
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Chairman
of the Board, Chief Executive
Officer
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