SEC Form 4 · accession 0001126234-15-000014
NEWLINK GENETICS CORP · (NLNK)
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William J. Ramsey
Officer — Quality Assurance Officer
Period of report
Jan 2, 2015
Accepted (ET)
Jan 6, 2015 · 8:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001126234
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jan 2, 2015 | F | 658 | $43.65 | D | 33,867 | D | |
| Common StockF4,F2,F3 | Jan 2, 2015 | A | 7,800 | $0.00 | A | 41,667 | D |
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)F5 | $43.65 | Jan 2, 2015 | A | 24,800 | A | — | Jan 1, 2025 | Common Stock | 24,800 | 24,800 | D |
Explanation of responses
- F1Represents shares of Common Stock withheld by the Issuer in satisfaction of its tax withholding obligation with respect to the vesting of 1,700 previously reported restricted stock units ("RSUs") granted to the Reporting Person.
- F2Includes 5,100 RSUs previously reported as holdings of the Reporting Person granted under the Issuer's 2009 Equity Incentive Plan (the "Plan"). The RSUs will vest, and shares will be delivered to the Reporting Person in a series of three successive annual installments with the next installment occurring on January 2, 2016, provided in each case that the Reporting Person's continuous service to the Issuer has not been terminated as defined in or as determined under the Plan.
- F3Includes 265 shares acquired under the NewLink Genetics Corporation 2010 Employee Stock Purchase Plan on December 31, 2014.
- F4Represents shares issued as RSUs under the Plan that were received as an award, for no consideration. The RSUs vest in a series of four successive annual installments beginning on January 2, 2016, provided in each case that the Reporting Person's continuous service to the Issuer has not been terminated as defined in or as determined under the Plan.
- F5Grant to the Reporting Person of a stock option under the Plan. The option vests and becomes exercisable in a series of 48 successive equal monthly installments with the first installment occurring on February 2, 2015, provided that at the relevant vesting dates the Reporting Person's continuous service to the Issuer has not been terminated as defined in or as determined under the Plan. The option expires ten years after the date of grant.