SEC Form 4 · accession 0001126234-15-000060

NEWLINK GENETICS CORP · (NLNK)

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Ernest Talarico III

Director

Period of report

Jan 8, 2015

Accepted (ET)

Mar 19, 2015 · 5:10 pm EDT

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 Stock^F1	Jan 8, 2015	G	1,438	$0.00	D	26,196	D
Common Stock	Jan 8, 2015	G	719	$0.00	A	1,564	I	By son's trust
Common Stock	Jan 8, 2015	G	719	$0.00	A	1,564	I	By daughter's trust
Common Stock^F1	Mar 17, 2015	M	19,532	$2.10	A	45,728	D
Common Stock^F2,F1	Mar 17, 2015	S	19,532	$52.89	D	26,196	D
Common Stock^F1	Mar 18, 2015	M	1,000	$2.10	A	27,196	D
Common Stock^F3,F1	Mar 18, 2015	S	1,000	$53.75	D	26,196	D
Common Stock^F4	holding	—	—		—	1,737	I	-
Common Stock^F5	holding	—	—		—	977	I	-

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)^F6	$2.10	Mar 17, 2015	M	19,532	D	Jan 30, 2004	Jul 15, 2018	Common Stock	19,532	4,093	D
Stock Option (Right to Buy)^F6	$2.10	Mar 18, 2015	M	1,000	D	Jan 30, 2004	Jul 15, 2018	Common Stock	1,000	3,093	D

Explanation of responses

F1Includes 2,944 restricted stock units ("RSUs") previously reported as holdings of the Reporting Person granted under the Issuer's 2010 Non-Employee Directors' Stock Award Plan (the "Plan"). One hundred percent (100%) of the RSUs will vest on the earlier of (i) the first anniversary of the date of grant and (ii) the date of the first Annual Meeting following the date of grant, in each case subject to the Reporting Person's continuous service as of such date.
F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.80 to $53.00, inclusive. The reporting person undertakes to provide to the issuer, any security holder of issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote to this Form 4.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.75 to $53.77, inclusive. The reporting person undertakes to provide to the issuer, any security holder of issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote to this Form 4.
F4These shares are held by the spouse of the Reporting Person in a Roth IRA account.
F5These shares are held by the Reporting Person in a Roth IRA account.
F6Grant to the Reporting Person of a stock option under the Issuer's 2009 Equity Incentive Plan (the "Plan"). The option is fully vested.