SEC Form 4 · accession 0001179110-19-001702
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
Feb 7, 2019
Accepted (ET)
Feb 11, 2019 · 4:26 pm EST
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 | Feb 7, 2019 | M | 5,781 | — | A | 186,174 | D | |
| Common StockF4 | Feb 8, 2019 | S | 2,601 | $11.76 | D | 183,573 | D | |
| Common StockF5 | holding | — | — | — | 304,402 | I | Craig Wheeler Revocable Trust | |
| Common Stock | holding | — | — | — | 36,725 | I | Craig A Wheeler 2016 Annuity Trust | |
| Common StockF6 | holding | — | — | — | 60,000 | I | Craig A Wheeler 2018 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 UnitsF2,F7 | — | Feb 7, 2019 | M | 5,781 | D | — | — | Common Stock | 5,781 | 46,250 | D |
Explanation of responses
- F1Shares received pursuant to settlement of Restricted Stock Units that were granted on February 7, 2017.
- F2Restricted Stock Units convert into common stock on a one-for-one basis.
- 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 $11.45 to $11.96. 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 a decrease of 60,000 shares of MNTA common stock transferred to the Craig A. Wheeler 2018 Annuity Trust on December 11, 2018.
- F6Reflects the transfer of 60,000 shares of MNTA common stock on December 11, 2018 to the Craig A. Wheeler 2018 Annuity Trust that were previously held in the Craig Wheeler Revocable Trust.
- F7Subject to the officer's continued employment with the company, 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.