SEC Form 4 · accession 0001209191-19-001584
Intra-Cellular Therapies, Inc. · ITCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert E Davis
Officer — SVP, Chief Scientific Officer
Period of report
Dec 31, 2018
Accepted (ET)
Jan 3, 2019 · 8:42 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 Stock | Dec 31, 2018 | A | 9,322 | $0.00 | A | 39,578 | D | |
| Common StockF3 | Jan 2, 2019 | S | 4,834 | $11.11 | D | 34,744 | D | |
| Common StockF4 | Jan 3, 2019 | M | 2,649 | — | A | 37,393 | D | |
| Common StockF4 | Jan 3, 2019 | M | 16,160 | — | A | 53,553 | 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, 2019 | M | 2,649 | D | — | — | Common Stock | 2,649 | 2,649 | D |
| Restricted Stock UnitsF5,F7 | — | Jan 3, 2019 | M | 16,160 | D | — | — | Common Stock | 16,160 | 32,320 | D |
Explanation of responses
- F1Represents shares issued upon the vesting of performance stock units.
- F2The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2018. The proceeds from this sale will be used primarily to cover the reporting person's tax liability arising from the vesting of performance stock units.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.74 to $11.47, 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.
- F4Restricted stock units convert into common stock on a one-for-one basis.
- F5Each restricted stock unit represents a contingent right to receive one share of common stock.
- F6On January 3, 2017, the reporting person was granted 7,946 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
- F7On 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.