SEC Form 4 · accession 0001144204-17-065647
Eloxx Pharmaceuticals, Inc. · ELOX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Ward
Officer — Chief Executive Officer · Director
Period of report
Dec 26, 2017
Accepted (ET)
Dec 28, 2017 · 4:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001035354
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Dec 26, 2017 | A | 22,427 | D | — | Dec 26, 2027 | Common Stock | 22,427 | 22,427 | D |
| Stock Options (Right to Buy)F3 | $8.00 | Dec 26, 2017 | A | 22,427 | D | — | Dec 26, 2027 | Common Stock | 22,427 | 22,427 | D |
| Restricted Stock UnitsF1,F4 | — | Dec 26, 2017 | A | 640,785 | D | — | Dec 26, 2027 | Common Stock | 640,785 | 640,785 | D |
| Stock Options (Right to Buy)F5 | $8.00 | Dec 26, 2017 | A | 640,785 | D | — | Dec 26, 2027 | Common Stock | 640,785 | 640,785 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer.
- F2The performance restricted stock units vest and become immediately exercisable upon the date that marks the Issuer's first successful completion of a Phase-2B study with respect to any indication, subject, with limited exceptions, to the Reporting Person's continued employment with the Issuer.
- F3The performance stock options vest and become immediately exercisable upon the date that marks the Issuer's first successful completion of a Phase-2B study with respect to any indication, subject, with limited exceptions, to the Reporting Person's continued employment with the Issuer.
- F4The time-vesting restricted stock units vest and become exercisable over a four (4) year period commencing on December 26, 2017 (the "Effective Date"), with one-third (1/3) of the units vesting on December 26, 2018, with an additional one-twelfth (1/12) of the units vesting on each quarterly anniversary of the Effective Date over the course of three (3) years, subject, with limited exceptions, to the Reporting Person's continued employment with the Issuer; provided that vesting will be accelerated following the achievement of certain milestones.
- F5The time-vesting options vest and become exercisable over a four (4) year period commencing on the Effective Date, with one-third (1/3) of the shares of common stock underlying the options vesting on December 26, 2018, with an additional one-twelfth (1/12) of the shares underlying the options vesting on each quarterly anniversary of the Effective Date over the course of three (3) years, subject, with limited exceptions, to the Reporting Person's continued employment with the Issuer; provided that vesting will be accelerated following the achievement of certain milestones.