SEC Form 4 · accession 0001209191-17-017789
Vanda Pharmaceuticals Inc. · VNDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard L. Gulino
Officer — SVP, General Counsel & Sec.
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 5:30 pm EST
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 |
|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | Mar 1, 2017 | A | 30,000 | — | A | 39,100 | 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)F3 | $14.50 | Mar 1, 2017 | A | 70,000 | A | — | Feb 28, 2027 | Common Stock | 70,000 | 70,000 | D |
Explanation of responses
- F1The Restricted Stock Units ("RSU") shall vest in four (4) equal annual installments beginning March 1, 2018, 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.
- F2Each RSU represents a contingent right to receive a share of the Issuer's common stock.
- F3The shares subject to this option shall vest in forty-eight (48) equal monthly installments beginning March 1, 2017, provided Reporting Person remains continuously employed by the Issuer through each monthly vesting date.