SEC Form 4 · accession 0001209191-15-022909
Foundation Medicine, Inc. · FMI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven J. Kafka
Officer — Chief Operating Officer
Period of report
Mar 3, 2015
Accepted (ET)
Mar 5, 2015 · 4:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001488613
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 3, 2015 | M | 20,656 | $4.16 | A | 25,336 | D | |
| Common StockF1 | Mar 3, 2015 | S | 20,656 | $47.6834 | D | 4,680 | D | |
| Common Stock | Mar 3, 2015 | M | 3,124 | $4.16 | A | 7,804 | D | |
| Common StockF2 | Mar 3, 2015 | S | 3,124 | $47.693 | D | 4,680 | D | |
| Common Stock | Mar 3, 2015 | M | 9,344 | $7.12 | A | 14,024 | D | |
| Common StockF3 | Mar 3, 2015 | S | 9,344 | $47.5659 | D | 4,680 | 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)F4 | $4.16 | Mar 3, 2015 | M | 20,656 | D | — | Mar 7, 2023 | Common Stock | 20,656 | 20,674 | D |
| Stock Option (right to buy)F5 | $4.16 | Mar 3, 2015 | M | 3,124 | D | — | Mar 7, 2023 | Common Stock | 3,124 | 6,248 | D |
| Stock Opiton (right to buy)F6 | $7.12 | Mar 3, 2015 | M | 9,344 | D | — | May 22, 2023 | Common Stock | 9,344 | 35,156 | D |
Explanation of responses
- F1The price reported in this Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $47.50 to $47.92, inclusive. The reporting person undertakes to provide Foundation Medicine, Inc., any security holder of Foundation Medicine, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote.
- F2The price reported in this Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $47.60 to $47.75, inclusive. The reporting person undertakes to provide Foundation Medicine, Inc., any security holder of Foundation Medicine, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote.
- F3The price reported in this Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $47.51 to $47.61, inclusive. The reporting person undertakes to provide Foundation Medicine, Inc., any security holder of Foundation Medicine, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote.
- F4This option is a non-qualified portion of an option granted on March 7, 2013 that vested 25% on January 2, 2014 and then vests in equal quarterly installments until fully vested on January 2, 2017.
- F5This option is a non-qualified portion of an option granted on March 7, 2013 that vests in equal quarterly installments beginning on June 7, 2013 until fully vested on March 7, 2017.
- F6This option was granted on May 22, 2013 and vests in equal quarterly installments beginning on August 22, 2013 until fully vested on May 22, 2017.