SEC Form 4 · accession 0001171843-18-008430
Xenon Pharmaceuticals Inc. · XENE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles J. Cohen
Officer — VP, Biology
Period of report
Dec 11, 2018
Accepted (ET)
Dec 13, 2018 · 1:56 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001582313
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Dec 11, 2018 | M | 4,115 | $3.07 | A | 8,194 | D | |
| Common SharesF4,F2 | Dec 11, 2018 | F | 1,644 | $7.00 | D | 6,550 | 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)F1,F3 | $3.07 | Dec 11, 2018 | M | 4,115 | D | — | Dec 31, 2018 | Common Shares | 4,115 | 0 | D |
Explanation of responses
- F1The exercise price was converted to U.S. dollars from $3.74 CAD using the closing rate of exchange on the Bank of Canada on the date of grant. The actual exercise price is the Canadian dollar amount regardless of the exchange rate on the day of exercise.
- F2Represents the closing price of the Company's common shares in U.S. dollars on December 10, 2018, converted to a Canadian dollar amount for purposes of net settlementment calculations.
- F3The shares subject to the option fully vested on December 31, 2012.
- F4The Company withheld the number of shares set forth above pursuant to a net settlement permitted under the terms of a lock-up agreement executed by the Reporting Person in favor of the underwriters of the Company's public offering in September 2018. No shares were sold by the Reporting Person in connection with the exercise and the common shares issued as a result of the exercise are subject to the terms of the lock-up agreement.