SEC Form 4 · accession 0000899243-15-008516
PROTHENA CORP PUBLIC LTD CO · PRTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dale B. Schenk
Officer — President and CEO · Director
Period of report
Nov 17, 2015
Accepted (ET)
Nov 19, 2015 · 4:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001559053
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares, par value $0.01 per shareF1 | Aug 31, 2015 | G | 3,333 | $0.00 | D | 0 | D | |
| Ordinary Shares, par value $0.01 per shareF1,F2 | Aug 31, 2015 | G | 3,333 | $0.00 | A | 11,544 | I | By Trust |
| Ordinary Shares, par value $0.01 per share | Nov 17, 2015 | M | 33,333 | $6.03 | A | 33,333 | D | |
| Ordinary Shares, par value $0.01 per shareF4 | Nov 17, 2015 | S | 5,300 | $65.778 | D | 28,033 | D | |
| Ordinary Shares, par value $0.01 per shareF5 | Nov 17, 2015 | S | 9,826 | $66.8283 | D | 18,207 | D | |
| Ordinary Shares, par value $0.01 per shareF6 | Nov 17, 2015 | S | 7,374 | $67.891 | D | 10,833 | D | |
| Ordinary Shares, par value $0.01 per shareF7 | Nov 17, 2015 | S | 7,200 | $68.6541 | D | 3,633 | D | |
| Ordinary Shares, par value $0.01 per shareF8 | Nov 17, 2015 | S | 300 | $69.3667 | D | 3,333 | D | |
| Ordinary Shares, par value $0.01 per shareF1 | Nov 19, 2015 | G | 3,333 | $0.00 | D | 0 | D | |
| Ordinary Shares, par value $0.01 per shareF1,F2 | Nov 19, 2015 | G | 3,333 | $0.00 | A | 14,877 | I | By Trust |
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)F9 | $6.03 | Nov 17, 2015 | M | 33,333 | D | — | Jan 29, 2023 | Ordinary Shares | 33,333 | 383,334 | D |
Explanation of responses
- F1Represents transfer of shares to the Schenk Family Trust, dated 2/9/2004, of which Reporting Person is a Co Trustee with his spouse.
- F2The shares are held by the Schenk Family Trust, dated 2/9/2004, of which Reporting Person is a Co Trustee with his spouse.
- F3The sale reported in the Form 4 was effected pursuant to a Rule 10b5 1 trading plan adopted by the Reporting Person.
- F4The transaction was executed in multiple trades in prices ranging from $65.34 to $66.27, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
- F5The transaction was executed in multiple trades in prices ranging from $66.35 to $67.32, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
- F6The transaction was executed in multiple trades in prices ranging from $67.36 to $68.35, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
- F7The transaction was executed in multiple trades in prices ranging from $68.36 to $69.24, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
- F8The transaction was executed in multiple trades in prices ranging from $69.36 to $69.375, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
- F9The shares subject to the option will vest and become exercisable as to 25% of the total number of shares subject to the option on January 29, 2014 and with respect to 1/48th of the total number of shares subject to the option in successive, equal monthly installments on each monthly anniversary thereafter, subject to the Reporting Person's continued employment or service relationship on each such vesting date.