SEC Form 4 · accession 0001209191-18-041567
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
Jul 3, 2018
Accepted (ET)
Jul 5, 2018 · 4:12 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 | Jul 3, 2018 | M | 29,551 | $4.89 | A | 29,551 | D | |
| Class B Common Stock | Jul 3, 2018 | S | 29,551 | $19.75 | D | 0 | D | |
| Class A Common StockF2 | holding | — | — | — | 129,899 | 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 | $4.89 | Jul 3, 2018 | M | 29,551 | D | — | Feb 11, 2019 | Class B Common Stock | 29,551 | 20,449 | 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 a total of 695 shares of Class A Common Stock under the issuer's employee stock purchase plan on June 29, 2018.
- F3The option vested as to 1.25% of the shares of Class B Common Stock on each monthly anniversary of January 1, 2009 for the first 36 months, and vested as to 4.5833% of the shares of Class B Common Stock on each monthly anniversary thereafter. The option was fully vested as of January 1, 2013.