SEC Form 4 · accession 0001209191-18-055403
GENOMIC HEALTH INC · GHDX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kimberly J Popovits
Officer — President and CEO · Director
Period of report
Oct 15, 2018
Accepted (ET)
Oct 17, 2018 · 5:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001131324
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 15, 2018 | M | 25,000 | $22.98 | A | 201,982 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F3 | Oct 15, 2018 | S | 23,720 | $64.2632 | D | 178,262 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F4 | Oct 15, 2018 | S | 880 | $64.7886 | D | 177,382 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F5 | Oct 15, 2018 | S | 400 | $65.76 | D | 176,982 | I | Held by the Popovits 2010 Trust |
| Common Stock | Oct 16, 2018 | M | 25,000 | $22.98 | A | 201,982 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F6 | Oct 16, 2018 | S | 2,795 | $64.4461 | D | 199,187 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F7 | Oct 16, 2018 | S | 6,103 | $65.4139 | D | 193,084 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F8 | Oct 16, 2018 | S | 8,217 | $66.4277 | D | 184,867 | I | Held by the Popovits 2010 Trust |
| Common StockF1,F2,F9 | Oct 16, 2018 | S | 7,885 | $67.3862 | D | 176,982 | I | Held by the Popovits 2010 Trust |
| Common StockF10 | holding | — | — | — | 59,517 | D | ||
| Common Stock | holding | — | — | — | 12,298 | I | Held by Morgan Stanley as Custodian for Benefit of Kimberly Popovits |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F11 | $22.98 | Oct 15, 2018 | M | 25,000 | D | — | Jan 27, 2021 | Common Stock | 25,000 | 65,000 | D |
| Employee Stock Option (right to buy)F11 | $22.98 | Oct 16, 2018 | M | 25,000 | D | — | Jan 27, 2021 | Common Stock | 25,000 | 40,000 | D |
Explanation of responses
- F1These sales of common stock were effected pursuant to Rule 10b5-1 sales plan adopted by the reporting person on August 14, 2018.
- F10Includes an aggregate of 51,204 shares of common stock issuable pursuant to previously reported restricted stock units that have not vested.
- F11The option became exercisable as to 25% of the shares on January 27, 2012, and became exercisable as to 1/48th of the shares each full month thereafter.
- F2Reporting person undertakes to provide upon request by the Securities and Exchange Commission, the issuer or a securityholder of the issuer detailed information regarding the price and number of shares sold within the range indicated.
- F3Represents weighted average sale price. Actual sale prices ranged from $63.64 to $64.63.
- F4Represents weighted average sale price. Actual sale prices ranged from $64.64 to $65.55.
- F5Represents actual sale price.
- F6Represents weighted average sale price. Actual sale prices ranged from $63.97 to $64.96.
- F7Represents weighted average sale price. Actual sale prices ranged from $64.97 to $65.96.
- F8Represents weighted average sale price. Actual sale prices ranged from $65.97 to $66.96.
- F9Represents weighted average sale price. Actual sale prices ranged from $66.97 to $67.73.
Remarks
Note: The shares previously reported as held in trust for the benefit of Ms. Popovits' son, of which Ms. Popovits was trustee, are held directly by her son and are not an indirect holding of Ms. Popovits.