SEC Form 4 · accession 0001209191-18-007242

Minerva Neurosciences, Inc. · NERV

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Marc D Beer

Director

Period of report

Jan 31, 2018

Accepted (ET)

Feb 2, 2018 · 8:02 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001598646

Table I — non-derivative securities

No Table I lines on this filing.

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	$9.49	Jan 31, 2018	D	80,356	D	—	Dec 19, 2023	Common Stock	80,356	0	D
Stock Option (Right to Buy)^F1	$9.49	Jan 31, 2018	A	80,356	A	—	Jan 31, 2020	Common Stock	80,356	80,356	D
Stock Option (Right to Buy)^F2	$6.00	Jan 31, 2018	D	127,513	D	—	Jun 29, 2024	Common Stock	127,513	0	D
Stock Option (Right to Buy)^F2	$6.00	Jan 31, 2018	A	127,513	A	—	Jan 31, 2020	Common Stock	127,513	127,513	D
Stock Option (Right to Buy)^F3	$4.34	Jan 31, 2018	D	7,500	D	—	Feb 1, 2025	Common Stock	7,500	0	D
Stock Option (Right to Buy)^F3	$4.34	Jan 31, 2018	A	7,500	A	—	Jan 31, 2020	Common Stock	7,500	7,500	D
Stock Option (Right to Buy)^F4	$10.20	Jan 31, 2018	D	12,500	D	—	Jun 15, 2026	Common Stock	12,500	0	D
Stock Option (Right to Buy)^F4	$10.20	Jan 31, 2018	A	12,500	A	—	Jan 31, 2020	Common Stock	12,500	12,500	D
Stock Option (Right to Buy)^F5	$10.00	Jan 31, 2018	D	12,500	D	—	May 31, 2027	Common Stock	12,500	0	D
Stock Option (Right to Buy)^F5	$10.00	Jan 31, 2018	A	12,500	A	—	Jan 31, 2020	Common Stock	12,500	12,500	D

Explanation of responses

F1The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on December 20, 2013 and is fully vested.
F2The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on June 30, 2014 and is fully vested.
F3The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on February 2, 2015 and is fully vested.
F4The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on June 16, 2016 and is fully vested.
F5The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on June 1, 2017 and provides for vesting in four equal quarterly installments at a rate of 1/4 of the total number of shares every three months, with the first 1/4 vesting on the date that is three months following June 1, 2017 and an additional 1/4 every three months thereafter, subject in each case to the continued service of the Reporting Person as a non-employee director as of such vesting date.