SEC Form 4 · accession 0000899243-15-010287
OMEROS CORP · OMER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marcia S. Kelbon
Officer — VP Patent and General Counsel
Period of report
Dec 18, 2015
Accepted (ET)
Dec 22, 2015 · 4:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001285819
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 18, 2015 | M | 15,154 | $0.98 | A | 146,280 | D | |
| Common Stock | Dec 18, 2015 | S | 15,154 | $15.00 | D | 131,126 | D | |
| Common Stock | Dec 19, 2015 | M | 7,300 | $4.10 | A | 138,426 | D | |
| Common Stock | Dec 22, 2015 | M | 746 | $0.98 | A | 139,172 | D | |
| Common Stock | Dec 22, 2015 | S | 746 | $15.00 | D | 138,426 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3 | $0.98 | Dec 18, 2015 | M | 15,154 | D | — | Dec 11, 2016 | Common Stock | 15,154 | 143,946 | D |
| Stock Option (Right to Buy)F4 | $4.10 | Dec 19, 2015 | M | 7,300 | D | — | Jan 7, 2022 | Common Stock | 7,300 | 112,700 | D |
| Stock Option (Right to Buy)F3 | $0.98 | Dec 22, 2015 | M | 746 | D | — | Dec 11, 2016 | Common Stock | 746 | 143,200 | D |
Explanation of responses
- F1Open market sale pursuant to a 10b5-1 trading plan adopted by the reporting person on June 3, 2014, at which time the trading schedule, including sale periods, price and the number of shares to be sold, was established, in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. This Rule 10b5-1 plan provides for fixed sales of a total of 175,000 shares, by exercise of options otherwise expiring on December 11, 2016, over a one-year period beginning in November 2015, with sale periods commencing approximately monthly and with approximately 15,900 shares to be sold in each sale period. Following the establishment of the 10b5-1 trading plan on June 3, 2014, and consistent with its applicable trading rules, Ms. Kelbon has had no further input or control over the specific share sales or timing of those sales under the plan.
- F2(continued from Footnote 1) A portion of the proceeds are being used to fund the exercise and holding of other options and may also be used to fund the costs of and taxes on the future exercise and holding of additional other options. These sales of shares occurred during the second monthly sale period under this trading plan.
- F3The option vested and became exercisable in 48 equal monthly installments. The first installment became exercisable on November 1, 2005 and subsequent installments became exercisable on each monthly anniversary thereafter. On December 18, 2015, options to purchase 15,154 shares were exercised and on December 22, 2015, options to purchase 746 shares were exercised. These shares were sold upon exercise as reflected in Table I.
- F4The option vested and became exercisable over 48 equal monthly installments, with a vesting commencement date of April 1, 2011. Installments vested and became exercisable on each monthly anniversary thereafter. On December 19, 2015, options to purchase 7,300 of these shares were exercised and held.