Form Type: 4

SEC EDGAR Link
Accession Number:0000921895-16-004685
Date:2016-05-25
Issuer: INSPERITY, INC. (NSP)
Original Submission Date:

Reporting Person:

FELD PETER A
777 THIRD AVENUE, 18TH FLOOR
NEW YORK, NY 10017

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2016-05-25 S 206,609 d $69.41 1,421,674 indirect f1
COMMON STOCK 2016-05-25 S 46,254 d $69.41 318,270 indirect f2
COMMON STOCK 2016-05-25 S 25,093 d $69.41 172,668 indirect f3
COMMON STOCK 2016-05-25 S 68,927 d $69.41 474,288 indirect f4
COMMON STOCK 2016-05-25 S 71,972 d $69.56 1,349,702 indirect f1
COMMON STOCK 2016-05-25 S 16,113 d $69.56 302,157 indirect f2
COMMON STOCK 2016-05-25 S 8,741 d $69.56 163,927 indirect f3
COMMON STOCK 2016-05-25 S 24,011 d $69.56 450,277 indirect f4
COMMON STOCK 2016-05-25 0 $0.00 2,910 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 shares of common stock directly held by starboard value and opportunity master fund ltd ("starboard v&o fund"). the reporting person, solely by virtue of his position as a member of the management committee of starboard value gp llc ("starboard value gp"), the general partner of the investment manager of starboard v&o fund, and as a member and member of the management committee of starboard principal co gp llc ("principal gp"), the general partner of the member of starboard value gp, may be deemed to beneficially own the shares directly held by starboard v&o fund for purposes of section 16. the reporting person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
f2 shares of common stock directly held by starboard value and opportunity s llc ("starboard s llc"). the reporting person, solely by virtue of his position as a member of the management committee of starboard value gp, the general partner of the manager of starboard s llc, and as a member and member of the management committee of principal gp, the general partner of the member of starboard value gp, may be deemed to beneficially own the shares directly held by starboard s llc for purposes of section 16. the reporting person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
f3 shares of common stock directly held by starboard value and opportunity c lp ("starboard c lp"). the reporting person, solely by virtue of his position as a member of the management committee of starboard value gp, the general partner of the investment manager of starboard c lp, and as a member and member of the management committee of principal gp, the general partner of the member of starboard value gp, may be deemed to beneficially own the shares directly held by starboard c lp for purposes of section 16. the reporting person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
f4 shares of common stock held in an account managed by starboard value lp (the "managed account"). the reporting person, solely by virtue of his position as a member of the management committee of starboard value gp, the general partner of starboard value lp, and as a member and member of the management committee of principal gp, the general partner of the member of starboard value gp, may be deemed to beneficially own the shares held in the managed account for purposes of section 16. the reporting person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
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