SEC Form 4 · accession 0001144204-18-010362
INTERCEPT PHARMACEUTICALS, INC. · ICPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David A Ford
Officer — Chief Human Resources Officer
Period of report
Feb 5, 2018
Accepted (ET)
Feb 22, 2018 · 9:02 pm EST
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 StockF1 | Feb 5, 2018 | A | 4,300 | $0.00 | A | 10,300 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option to Purchase Common StockF2 | $58.74 | Feb 5, 2018 | A | 6,600 | A | — | Feb 5, 2028 | Common Stock | 6,600 | 6,600 | D |
Explanation of responses
- F1Represents shares of common stock underlying restricted stock units ("RSUs") granted on February 5, 2018, with each RSU representing the contingent right to receive one share of common stock upon vesting of the RSU. 25% of the shares of common stock underlying these RSUs will vest on January 1, 2019, 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 of common stock underlying the RSUs will vest pro rata on every subsequent three-month anniversary of the initial vesting date through January 1, 2022 (representing the vesting on each such vesting date of 6.25% of the shares of common stock initially underlying these RSUs), subject to the terms and conditions of the award and the 2012 Plan.
- F225% of the shares of common stock underlying this option will vest on January 1, 2019, subject to the terms and conditions of the award and the 2012 Plan. The remainder of the shares of common stock underlying this option will vest pro rata on a monthly basis after the initial vesting date through January 1, 2022 (representing the vesting on each such vesting date of approximately 2.0833% of the shares of common stock initially underlying this option), subject to the terms and conditions of the award and the 2012 Plan.