SEC Filing | AMN Healthcare Services Inc.

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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^*

Scott Brian M.

(Last)

(First)

(Middle)

12400 HIGH BLUFF DRIVE, SUITE 100

(Street)

SAN DIEGO

92130

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/24/2011

3. Issuer Name and Ticker or Trading Symbol
AMN HEALTHCARE SERVICES INC [ AHS ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CFO/CAO

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)
Common Stock	3,937	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)
Stock Appreciation Rights	⁽¹⁾	01/07/2019	Common Stock	12,954	8.71	D
Restricted Stock Units	⁽⁴⁾	⁽³⁾	Common Stock	3,435	⁽²⁾	D
Restricted Stock Units	⁽⁵⁾	⁽³⁾	Common Stock	7,500	⁽²⁾	D
Restricted Stock Units	⁽⁶⁾	⁽³⁾	Common Stock	7,531	⁽²⁾	D
Restricted Stock Units	⁽⁷⁾	⁽³⁾	Common Stock	837	⁽²⁾	D
Restricted Stock Units	⁽⁸⁾	⁽³⁾	Common Stock	487	⁽²⁾	D
Restricted Stock Units	⁽⁹⁾	⁽³⁾	Common Stock	18,454	⁽²⁾	D
Restricted Stock Units	⁽¹⁰⁾	⁽³⁾	Common Stock	2,438	⁽²⁾	D

Explanation of Responses:

1. The Stock Appreciation Rights were granted on January 7, 2009 pursuant to the AMN Healthcare Equity Plan. The Stock Appreciation Rights vest over three years on the anniversary of the date of the grant in increments of 33%, 34% and 33% respectively.

2. The Restricted Stock Units were granted pursuant to the AMN Healthcare Equity Plan. Each Restricted Stock Unit represents a contingent right to receive one share of Common Stock.

3. Restricted Stock Units do not have an expiration date.

4. The Restricted Stock Units ("RSUs") were granted on April 8, 2008 and vest on the third anniversary of the grant, provided, however, the Restricted Stock Units shall vest on an accelerated basis thirteen months after the grant date, in the incremental amount of 33% should the Company achieve or exceed specified earnings before interest, taxes, depreciation and amortization (EBITDA) target for the previous fiscal year and on the second anniversary of the grant date, in the amount of 34% should the Company achieve or exceed specified EBITDA target for the previous fiscal year.

5. The RSUs were granted on September 10, 2008 and vest on the fourth anniversary of the grant date.

6. The Restricted Stock Units ("RSUs") were granted on January 7, 2009 and vest on the third anniversary of the grant, provided, however, the Restricted Stock Units shall vest on an accelerated basis thirteen months after the grant date, in the incremental amount of 33% should the Company achieve or exceed specified earnings before interest, taxes, depreciation and amortization (EBITDA) target for the previous fiscal year and on the second anniversary of the grant date, in the amount of 34% should the Company achieve or exceed specified EBITDA target for the previous fiscal year.

7. The RSUs were granted on April 9, 2009 and vest over three years on the anniversary of the date of the grant in increments of 33%, 34% and 33% respectively.

8. The RSUs were granted on December 10, 2009 and vest on the first anniversary of the grant in the increment of 67%, and the remainder on April 8, 2011.

9. The RSUs were granted on February 2, 2010 and vest according to the following schedule: 33% on and after the 13th month anniversary of the grant date, 34% on the second anniversary of the grant date and 33% on the third anniversary of the grant date.

10. The RSUs were granted on March 12, 2010 and vest according to the following schedule: 33% on and after the 13th month anniversary of the grant date, 34% on the second anniversary of the grant date and 33% on the third anniversary of the grant date.

	Brian M. Scott	01/24/2011
	** 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).
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