SEC Form 4 · accession 0001179110-18-007960
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 31, 2018
Accepted (ET)
Jun 4, 2018 · 5:01 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 31, 2018 | A | 3,766 | $0.00 | A | 10,429 | D | |
| Common StockF2 | holding | — | — | — | 1,922,000 | I | See footnote |
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)F3 | $33.86 | May 31, 2018 | A | 9,141 | A | — | May 31, 2028 | Common Stock | 9,141 | 9,141 | D |
Explanation of responses
- F1This restricted stock award vests on May 31, 2019 and was made as part of and pursuant to Issuer's director compensation package.
- F2All of the shares reported herein as being indirectly beneficially owned by Dr. Denner are directly beneficially owned by funds managed by Sarissa Capital Management LP (such funds, the "Sarissa Funds"). Dr. Denner is the Chief Investment Officer of Sarissa Capital Management LP and the managing member of the general partner of the Sarissa Funds. By virtue of the foregoing, Dr. Denner may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 of the Securities Exchange Act of 1934, as amended) the shares that the Sarissa Funds directly beneficially own. Dr. Denner disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
- F3The option vests in one installment on May 31, 2019 and was made as part of and pursuant to Issuer's director compensation package.