SEC Form 4 · accession 0000947871-15-000236
INTERCEPT PHARMACEUTICALS, INC. · ICPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan Silverstein
Director
Period of report
Mar 23, 2015
Accepted (ET)
Mar 25, 2015 · 7:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001270073
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1,F26,F27 | Mar 23, 2015 | S | 40,598 | $270.70 | D | 1,444,726 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF2,F26,F27 | Mar 23, 2015 | S | 7,764 | $271.70 | D | 1,436,962 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF3,F26,F27 | Mar 23, 2015 | S | 8,638 | $272.79 | D | 1,428,324 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF4,F26,F27 | Mar 23, 2015 | S | 11,869 | $273.89 | D | 1,416,455 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF5,F26,F27 | Mar 23, 2015 | S | 3,579 | $274.86 | D | 1,412,876 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF6,F26,F27 | Mar 23, 2015 | S | 37,666 | $275.95 | D | 1,375,210 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF7,F26,F27 | Mar 23, 2015 | S | 8,195 | $276.96 | D | 1,367,015 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF8,F26,F27 | Mar 23, 2015 | S | 14,152 | $278.00 | D | 1,352,863 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF9,F26,F27 | Mar 23, 2015 | S | 3,668 | $279.00 | D | 1,349,195 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF10,F26,F27 | Mar 23, 2015 | S | 9,465 | $280.00 | D | 1,339,730 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF11,F26,F27 | Mar 23, 2015 | S | 6,306 | $281.01 | D | 1,333,424 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF12,F26,F27 | Mar 23, 2015 | S | 3,500 | $282.00 | D | 1,329,924 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF13,F26,F27 | Mar 23, 2015 | S | 1,548 | $283.29 | D | 1,328,376 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF14,F26,F27 | Mar 23, 2015 | S | 52 | $283.44 | D | 1,328,324 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF15,F26,F27 | Mar 23, 2015 | S | 1,400 | $286.04 | D | 1,326,924 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF16,F26,F27 | Mar 23, 2015 | S | 1,000 | $288.60 | D | 1,325,924 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF17,F26,F27 | Mar 24, 2015 | S | 6,764 | $268.13 | D | 1,319,160 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF18,F26,F27 | Mar 24, 2015 | S | 1,539 | $269.10 | D | 1,317,621 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF19,F26,F27 | Mar 24, 2015 | S | 9,574 | $270.13 | D | 1,308,047 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF20,F26,F27 | Mar 24, 2015 | S | 6,063 | $271.15 | D | 1,301,984 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF21,F26,F27 | Mar 24, 2015 | S | 3,050 | $272.13 | D | 1,298,934 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF22,F26,F27 | Mar 24, 2015 | S | 2,700 | $273.19 | D | 1,296,234 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF23,F26,F27 | Mar 24, 2015 | S | 12,066 | $275.00 | D | 1,284,168 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF24,F26,F27 | Mar 24, 2015 | S | 3,844 | $275.56 | D | 1,280,324 | I | See Footnotes |
| Common Stock, par value $0.001 per shareF25,F26,F27 | Mar 25, 2015 | S | 2,800 | $270.23 | D | 1,277,524 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares of the Issuer's common stock ("Shares") were sold in multiple transactions at prices ranging from $269.72 to $270.70 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F10The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $279.03 to $280.00 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F11The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $280.04 to $281.01 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F12The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $281.05 to $282.00 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F13The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $282.30 to $283.29 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F14The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $283.33 to $283.44 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F15The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $285.11 to $286.04 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F16The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $288.45 to $288.60 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F17The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $267.13 to $268.13 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F18The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $268.13 to $269.10 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F19The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $269.15 to $270.13 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F2The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $270.75 to $271.70 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F20The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $270.15 to $271.15 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F21The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $271.16 to $272.13 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F22The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $272.28 to $273.19 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F23The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $274.00 to $275.00 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F24The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $275.01 to $275.56 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F25The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $270.00 to $270.38 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F26These Shares are held of record by OrbiMed Private Investments IV, LP ("OPI IV"). OrbiMed Capital GP IV LLC ("GP IV") is the general partner of OPI IV and OrbiMed Advisors LLC ("Advisors") is the managing member of GP IV. Samuel D. Isaly ("Isaly") is the managing member of and owner of a controlling interest in Advisors and may be deemed to have voting and investment power over the Shares held by OPI IV. The Reporting Person is a member of Advisors.
- F27Each of GP IV, Advisors, Isaly and the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Persons are beneficial owners for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- F3The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $271.82 to $272.79 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $272.89 to $273.89 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F5The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $273.94 to $274.86 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F6The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $274.95 to $275.95 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F7The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $275.98 to $276.96 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F8The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $277.00 to $278.00 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.
- F9The price reported in Column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $278.01 to $279.00 inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission full information regarding the Shares sold at each separate price within the range set forth in this footnote.