SEC Form 4 · accession 0001179110-16-025756
MEDICINES CO /DE · MDCO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alexander J Denner
Director
Period of report
May 26, 2016
Accepted (ET)
May 31, 2016 · 6:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001113481
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 26, 2016 | A | 3,426 | $0.00 | A | 3,426 | D | |
| Common StockF3,F4 | holding | — | — | — | 658,595 | I | Sarissa Capital Offshore Master Fund LP | |
| Common StockF3,F5 | holding | — | — | — | 1,093,405 | I | Sarissa Capital Domestic Fund LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right-to-buy)F2 | $37.22 | May 26, 2016 | A | 9,700 | A | — | May 26, 2026 | Common Stock | 9,700 | 9,700 | D |
Explanation of responses
- F1This restricted stock award vests on May 26, 2017 and is made as part of and pursuant to Issuer's director compensation package.
- F2This option vests in one installment on May 26, 2017 and is made as part of and pursuant to Issuer's director compensation package.
- F3The reporting person is the founding partner and Chief Investment Officer of Sarissa Capital Management L.P., investment advisor to this fund. As such and due to the positions set forth in footnotes (4) and (5), the reporting person may be deemed to beneficially own the securities owned by this fund. The reporting person disclaims any beneficial ownership of these securities, except to the extent of his pecuniary interest therein.
- F4The reporting person is a partner of Sarissa Capital Fund GP LP, the sole member of the general partner of this fund.
- F5The reporting person holds limited partnership interests in this fund and is a partner of Sarissa Capital Fund GP LP, the general partner of this fund.