SEC Form 4 · accession 0001209191-16-150218
IRONWOOD PHARMACEUTICALS INC · IRWD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Halley E Gilbert
Officer — Chief Legal Officer
Period of report
Nov 11, 2016
Accepted (ET)
Nov 15, 2016 · 5:11 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001446847
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common Stock | Nov 11, 2016 | M | 14,000 | $3.76 | A | 14,000 | D | |
| Class B Common Stock | Nov 11, 2016 | S | 14,000 | $16.75 | D | 0 | D | |
| Class A Common StockF2 | holding | — | — | — | 65,467 | 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 | $3.76 | Nov 11, 2016 | M | 14,000 | D | — | Jan 31, 2018 | Class B Common Stock | 14,000 | 0 | D |
Explanation of responses
- F1This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. In order to effect the sale, these shares of Class B Common Stock were converted into shares of Class A Common Stock in accordance with the issuer's certificate of incorporation.
- F2The reporting person acquired 930 shares of Class A Common Stock under the issuer's employee stock purchase plan on June 30, 2016.
- F3The option vested upon the earlier of (i) the issuer's achievement of a regulatory milestone and (ii) February 1, 2014. The regulatory milestone was met, so the option was fully vested as of October 24, 2011.