SEC Form 4 · accession 0001144204-15-021236

INTERCEPT PHARMACEUTICALS, INC. · ICPT

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

Reporting owner

Officer — Chief Financial Officer

Period of report

Apr 1, 2015

Accepted (ET)

Apr 3, 2015 · 9:01 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^F3,F2	Apr 1, 2015	M	1,298	—	A	17,562	D
Common Stock	Apr 2, 2015	S	39	$277.7006	D	17,523	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F2,F3	—	Apr 1, 2015	M	1,298	D	—	—	Common Stock	1,298	3,894	D

F1Each employee of the Issuer who has received restricted stock awards has agreed to a mandatory sale of a sufficient number of shares of common stock to cover his or her withholding tax amounts upon the vesting of such restricted stock awards. The sales denoted here were made pursuant to such agreement to cover withholding tax obligations of the employee.
F2Conversion of restricted stock units ("RSUs") to shares of common stock on a one-to-one basis.
F3On November 16, 2012, the reporting person was granted 20,769 RSUs. The RSUs reported as having been disposed and the corresponding shares reported as having been acquired, representing 6.25% of the shares underlying the RSUs, became vested on April 1, 2015, subject to the terms and conditions of the award and the Intercept Pharmaceuticals, Inc. 2012 Equity Incentive Plan (the "2012 Plan"). The remainder of the shares underlying the RSUs will vest pro rata on a quarterly basis from July 1, 2015 through January 1, 2016, subject to the terms and conditions of the award and the 2012 Plan.