SEC Form 4 · accession 0001209191-15-070778
Vanda Pharmaceuticals Inc. · VNDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard L. Gulino
Officer — SVP & General Counsel
Period of report
Sep 14, 2015
Accepted (ET)
Sep 15, 2015 · 5:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001347178
Table I — non-derivative securities
No Table I lines on this filing.
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)F1 | $13.26 | Sep 14, 2015 | A | 150,000 | A | — | Sep 13, 2025 | Common Stock | 150,000 | 150,000 | D |
| Restricted Stock UnitF2,F3,F4 | — | Sep 14, 2015 | A | 50,000 | A | — | — | Common Stock | 50,000 | 50,000 | D |
Explanation of responses
- F1This option vests and becomes exercisable with respect to 1/4 of the shares subject to this option on September 14, 2016 (the "Initial Vesting Date"), provided 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 on October 14, 2016, provided Reporting Person remains continuously employed by the Issuer through each monthly vesting date.
- F2Each Restricted Stock Unit ("RSU") represents a contingent right to receive a share of the Issuer's common stock.
- F3The RSUs shall vest in four (4) equal annual installments beginning January 1, 2017, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissable Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest.
- F4Not applicable.