SEC Form 4 · accession 0001209191-19-004602
TETRAPHASE PHARMACEUTICALS INC · TTPH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Larry G. Edwards
Officer — Chief Operating Officer
Period of report
Jan 17, 2019
Accepted (ET)
Jan 18, 2019 · 6:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001373707
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 6, 2019 | A | 4,277 | — | A | 32,309 | D | |
| Common StockF2 | May 14, 2018 | A | 2,058 | — | A | 34,367 | D | |
| Common StockF3 | Nov 14, 2018 | A | 2,509 | — | A | 36,876 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | Jan 17, 2019 | A | 45,000 | A | — | — | Common Stock | 45,000 | 45,000 | D |
| Restricted Stock UnitsF4,F6 | — | Jan 17, 2019 | A | 150,000 | A | — | — | Common Stock | 150,000 | 150,000 | D |
Explanation of responses
- F1On January 6, 2016, the Reporting person was granted 20,000 restricted stock units ("RSUs")( the "2016 RSU grant") that were previously reported on Table II Of Form 4, which form was filed with the Securities and Exchange Commission on March 6, 2018. Of the 2016 RSU grant, 6,666 shares vested on January 6, 2019 of which 2,389 shares were withheld by the Issuer to satisfy the reporting person's tax withholding obligations in connection with the delivery of the conversion of the RSUs into common stock on the vesting date. The total number of shares beneficially owned by the reporting person includes the 4,277 RSUs converted into shares of common stock of the Issuer on the January 2019 vesting date. The RSUs converted into shares of common stock of the Issuer prior to the January 2019 vesting date were previously reported as shares beneficially owned by the reporting person.
- F2The amount of securities beneficially owned by the reporting person following the transaction reported on this Form 4 reflects the purchase by the reporting person of 2,058 shares of common stock on May 14, 2018 pursuant to the issuer's 2014 Employee Stock Purchase Plan.
- F3The amount of securities beneficially owned by the reporting person following the transaction reported on this Form 4 reflects the purchase by the reporting person of 2,509 shares of common stock on November 14, 2018 pursuant to the issuer's 2014 Employee Stock Purchase Plan.
- F4Each restricted stock unit represents a contingent right to receive one share of common stock of Tetraphase Pharmaceuticals, Inc. for no consideration.
- F5The restricted stock units shall be eligible to vest upon achievement of certain performance conditions and, if such conditions are met, shall vest on various dates beginning no earlier than March 1, 2020 and ending no later than March 1, 2022.
- F6The restricted stock units vest in three equal installments on each of January 17, 2020, January 17, 2021 and January 17, 2022.