SEC Form 4 · accession 0001140361-17-002340
Emergent BioSolutions Inc. · EBS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adam Havey
Officer — EVP, Biodefense Divison
Period of report
Jan 17, 2017
Accepted (ET)
Jan 19, 2017 · 9:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001367644
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 1, 2016 | J | 452 | $0.00 | A | 41,424 | D | |
| Common StockF2 | Aug 1, 2016 | J | 599 | $0.00 | A | 42,023 | D | |
| Common StockF3 | Aug 1, 2016 | J | 748 | $0.00 | A | 42,771 | D | |
| Common StockF5 | Jan 17, 2017 | S | 8,438 | $29.7465 | D | 34,333 | 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)F6,F7 | $22.03 | Aug 1, 2016 | J | 577 | A | — | Mar 14, 2018 | Common Stock | 577 | 6,573 | D |
| Stock Option (Right to buy)F6,F7 | $22.03 | Aug 1, 2016 | J | 1,386 | A | — | Mar 14, 2018 | Common Stock | 1,386 | 15,770 | D |
| Stock Option (Right to buy)F8,F7 | $25.62 | Aug 1, 2016 | J | 2,709 | A | — | Mar 10, 2021 | Common Stock | 2,709 | 30,828 | D |
| Stock Option (Right to buy)F9,F7 | $26.45 | Aug 1, 2016 | J | 1,794 | A | — | Mar 9, 2022 | Common Stock | 1,794 | 20,414 | D |
| Stock Option (Right to buy)F10,F7 | $30.86 | Aug 1, 2016 | J | 1,495 | A | — | Feb 28, 2023 | Common Stock | 1,495 | 17,009 | D |
Explanation of responses
- F1In connection with the spin-off of Aptevo Therapeutics Inc. from Emergent BioSolutions Inc, on August 1, 2016 the reporting person received a grant of restricted stock units as a result of an adjustment to an existing Emergent restricted stock unit grant held by the reporting person prior to the spin-off. The restricted stock units vest in March 2017.
- F10Consists of an option granted on 03/01/2016 under the company's stock incentive plan as amended and restated. In connection with the spin-off on August 1, 2016, the reporting person received a grant of additional stock options as a result of an adjustment to preserve the pre-spin intrinsic value of an existing stock option grant. The adjustments included an adjustment to the stock option price of the grant.
- F2In connection with the spin-off of Aptevo Therapeutics Inc. from Emergent BioSolutions Inc, on August 1, 2016 the reporting person received a grant of restricted stock units as a result of an adjustment to an existing Emergent restricted stock unit grant held by the reporting person prior to the spin-off. The restricted stock units vest in March 2017 and March 2018.
- F3In connection with the spin-off of Aptevo Therapeutics Inc. from Emergent BioSolutions Inc, on August 1, 2016 the reporting person received a grant of restricted stock units as a result of an adjustment to an existing Emergent restricted stock unit grant held by the reporting person prior to the spin-off. The restricted stock units vest in March 2017, March 2018 and March 2019.
- F4The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Havey.
- F5The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.48 to $30.15, inclusive.
- F6Consists of an option granted on 03/15/2011 under the company's stock incentive plan as amended and restated. In connection with the spin-off on August 1, 2016, the reporting person received a grant of additional stock options as a result of an adjustment to preserve the pre-spin intrinsic value of an existing stock option grant. The adjustments included an adjustment to the stock option price of the grant.
- F7The option grant vests in three equal installments on the day prior to the first, second and third anniversary dates of the grant.
- F8Consists of an option granted on 03/11/2014 under the company's stock incentive plan as amended and restated. In connection with the spin-off on August 1, 2016, the reporting person received a grant of additional stock options as a result of an adjustment to preserve the pre-spin intrinsic value of an existing stock option grant. The adjustments included an adjustment to the stock option price of the grant.
- F9Consists of an option granted on 03/10/2015 under the company's stock incentive plan as amended and restated. In connection with the spin-off on August 1, 2016, the reporting person received a grant of additional stock options as a result of an adjustment to preserve the pre-spin intrinsic value of an existing stock option grant. The adjustments included an adjustment to the stock option price of the grant.