SEC Form 4 · accession 0000899243-18-022312
Vanda Pharmaceuticals Inc. · VNDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy Williams
Officer — SVP & General Counsel
Period of report
Aug 13, 2018
Accepted (ET)
Aug 14, 2018 · 5:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001347178
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 13, 2018 | A | 30,000 | — | A | 30,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F2 | $21.45 | Aug 13, 2018 | A | 90,000 | A | — | Aug 12, 2028 | Common Stock | 90,000 | 90,000 | D |
Explanation of responses
- F1Represents shares of common stock underlying a time-based restricted stock unit award ("RSU"). The RSU vests in four (4) equal annual installments beginning August 13, 2019, provided the Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest.
- F2The option vests and becomes exercisable with respect to 1/4 of the shares subject to the option on August 13, 2019 (the "Initial Vesting Date"), provided the Reporting Person remains continuously employed by the issuer through the Initial Vesting Date, and with respect to the remaining 3/4 of the shares in 36 equal monthly installments beginning September 13, 2019, provided the Reporting Person remains continuously employed by the issuer through each monthly vesting date.