SEC Form 4 · accession 0000903423-15-000173
Innoviva, Inc. · INVA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
GLAXOSMITHKLINE PLC
10% Owner
Period of report
Mar 2, 2015
Accepted (ET)
Mar 2, 2015 · 3:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001080014
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 2, 2015 | P | 92,674 | $1,673,692.44 | A | 31,673,853 | I | By Corporation |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Common stock purchased pursuant to the right of GlaxoSmithKline LLC ("GSK LLC") under Section 2.1(d)(ii) and 2.1(d)(v) of the Amended and Restated Governance Agreement by and among Theravance, Inc. (the "Issuer"), GSK LLC, Glaxo Group Limited and GlaxoSmithKline plc dated as of June 4, 2004, as amended. Pursuant to Section 2.1(d)(ii), GSK LLC has the right to purchase from the Issuer, on a quarterly basis, sufficient shares of common stock to maintain its ownership percentage in the Issuer taking into account the preceding quarter's option exercise and equity vesting activity. Pursuant to Section 2.1(d)(v), GSK LLC has the right to purchase from the Issuer sufficient shares of common stock to maintain its ownership percentage in the Issuer as a result of the conversion of certain of the Issuer's convertible indebtedness.
- F2Shares of Common Stock are held of record by Glaxo Group Limited, an indirect wholly owned subsidiary of GlaxoSmithKline plc.