SEC Form 4 · accession 0001209191-17-041833
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
Jun 22, 2017
Accepted (ET)
Jun 26, 2017 · 4:22 pm EDT
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 | Jun 22, 2017 | M | 35,000 | $3.76 | A | 35,000 | D | |
| Class B Common Stock | Jun 22, 2017 | S | 35,000 | $19.75 | D | 0 | D | |
| Class A Common Stock | holding | — | — | — | 100,807 | 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)F2 | $3.76 | Jun 22, 2017 | M | 35,000 | D | — | Jan 31, 2018 | Class B Common Stock | 35,000 | 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 option vested upon the earlier of (i) the issuer's achievement of a commercial milestone and (ii) February 1, 2014. The commercial milestone was met, so the option was fully vested as of December 21, 2012.