SEC Form 4 · accession 0001209191-17-062760
Juno Therapeutics, Inc. · JUNO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ann L. Lee
Officer — EVP, Technical Operations
Period of report
Nov 25, 2017
Accepted (ET)
Nov 28, 2017 · 7:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001594864
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 25, 2017 | A | 35,004 | $0.00 | A | 35,004 | D | |
| Common StockF2 | Nov 25, 2017 | A | 35,000 | $0.00 | A | 70,004 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Opton (Right to Buy)F3 | $62.85 | Nov 25, 2017 | A | 152,900 | A | — | Nov 24, 2027 | Common Stock | 152,900 | 152,900 | D |
Explanation of responses
- F1Represents a restricted stock award ("RSA") granted pursuant to the 2014 Equity Incentive Plan. 50% of the shares subject to the RSA shall vest on each anniversary of November 25, 2017.
- F2Represents a RSA granted pursuant to the 2014 Equity Incentive Plan. The RSA will become eligible to vest based on the achievement of certain performance goals as follows, subject to the reporting person remaining a service provider to the Issuer through the applicable vesting date: Up to 21,000 shares will become eligible to vest based on the first approval by the U.S. Food & Drug Administration (the "FDA") of JCAR017 in any indication within certain designated timeframes (the "JCAR017 Milestone"). 50% of the shares that become eligible to vest upon the achievement of the JCAR017 Milestone will vest immediately upon such achievement. The remaining 50% of shares that become eligible to vest upon the achievement of the JCAR017 Milestone will vest on the one year anniversary of the date of such achievement. Up to 9,000 shares will vest based upon the first approval by the FDA of JCARH125 in any indication within certain designated timeframes.
- F325% of the shares subject to the option shall vest and become exercisable on November 25, 2018 and 1/48th of the shares subject to the option shall vest and become exercisable monthly thereafter.