SEC Form 4 · accession 0001179110-18-010500
MOMENTA PHARMACEUTICALS INC · MNTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig A Wheeler
Officer — President & CEO · Director
Period of report
Aug 8, 2018
Accepted (ET)
Aug 10, 2018 · 4:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001235010
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Aug 8, 2018 | M | 5,781 | $0.00 | A | 195,048 | D | |
| Common StockF4 | Aug 8, 2018 | S | 2,601 | $28.74 | D | 192,447 | D | |
| Common StockF5,F6 | holding | — | — | — | 356,651 | I | Craig Wheeler Revocable Trust | |
| Common StockF7 | holding | — | — | — | 36,725 | I | Craig A Wheeler 2016 Annuity Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF8,F9 | — | Aug 8, 2018 | M | 5,781 | D | — | — | Common Stock | 5,781 | 57,813 | D |
Explanation of responses
- F1Shares received pursuant to settlement of Restricted Stock Units that were granted on February 7, 2017.
- F2Reflects a decrease of 2,406 shares of MNTA common stock transferred to the Craig Wheeler Revocable Trust on August 8, 2018.
- F3This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person August 7, 2017.
- F4This transaction was executed in multiple trades at prices ranging from $28.45 to $29.25. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F5Reflects the transfer of 2,406 shares of MNTA common stock on August 8, 2018 to the Craig Wheeler Revocable Trust that were previously held directly by Mr. Wheeler.
- F6Also reflects an increase of 9,255 shares of MNTA common stock transferred on May 29, 2018 to the Craig Wheeler Revocable Trust that were previously held indirectly by Mr. Wheeler in the Craig A. Wheeler 2016 Annuity Trust, which is a qualified annuity trust within the meaning of Section 2702 of the Internal Revenue Code of 1986, as amended, and Treasury Regulation 25.2702-3.
- F7Reflects a decrease of 9,255 shares of MNTA common stock transferred to the Craig Wheeler Revocable Trust on May 29, 2018.
- F8Restricted Stock Units convert into common stock on a one-for-one basis.
- F9Subject to certain criteria, the restricted stock units will vest with respect to 25% of the shares on the first anniversary of the grant date, and the remainder will vest in equal quarterly installments over the subsequent three years.