SEC Form 4 · accession 0001209191-18-002589
Intra-Cellular Therapies, Inc. · ITCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence J. Hineline
Officer — VP of Finance CFO
Period of report
Jan 3, 2018
Accepted (ET)
Jan 5, 2018 · 8:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001567514
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 3, 2018 | M | 5,297 | — | A | 68,686 | D | |
| Common StockF1 | Jan 4, 2018 | M | 3,108 | — | A | 71,794 | D | |
| Common StockF3 | Jan 4, 2018 | S | 3,192 | $15.67 | D | 68,602 | D | |
| Common StockF4 | Jan 5, 2018 | S | 1,870 | $17.49 | D | 66,732 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Jan 3, 2018 | M | 5,297 | D | — | — | Common Stock | 5,297 | 10,596 | D |
| Restricted Stock UnitsF5,F7 | — | Jan 4, 2018 | M | 3,108 | D | — | — | Common Stock | 3,108 | 3,108 | D |
| Stock Option (right to buy)F8 | $15.47 | Jan 3, 2018 | A | 65,164 | A | — | Jan 3, 2028 | Common Stock | 65,164 | 65,164 | D |
| Restricted Stock UnitsF5,F9 | — | Jan 3, 2018 | A | 48,480 | A | — | — | Common Stock | 48,480 | 48,480 | D |
Explanation of responses
- F1Restricted stock units convert into common stock on a one-for-one basis.
- F2The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 28, 2017. The proceeds from this sale will be used primarily to cover the reporting person's tax liability arising from the vesting of restricted stock units.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.60 to $15.72, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.37 to $17.53, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.
- F5Each restricted stock unit represents a contingent right to receive one share of common stock.
- F6On January 3, 2017, the reporting person was granted 15,893 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
- F7On January 4, 2016, the reporting person was granted 9,323 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
- F8On January 3, 2018, the reporting person was granted options to purchase 65,164 shares of common stock, vesting in three equal annual installments beginning on the first anniversary of the grant date.
- F9On January 3, 2018, the reporting person was granted 48,480 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.