SEC Form 4 · accession 0000899243-15-000632
Baxalta Inc · BXLT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John J Orloff
Officer — See Remarks
Period of report
Jul 1, 2015
Accepted (ET)
Jul 6, 2015 · 8:41 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001620546
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1 | Jul 1, 2015 | J | 40,521 | $0.00 | A | 40,521 | 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)F2,F3 | $34.29 | Jul 1, 2015 | J | 21,667 | A | — | Sep 2, 2024 | Common Stock, par value $0.01 per share | 21,667 | 21,667 | D |
| Stock Option (Right to Buy)F2,F4 | $32.04 | Jul 1, 2015 | J | 88,168 | A | — | Mar 3, 2025 | Common Stock, par value $0.01 per share | 88,168 | 88,168 | D |
| Stock Option (Right to Buy)F5 | $31.50 | Jul 1, 2015 | A | 82,063 | A | — | Jul 1, 2025 | Common Stock, par value $0.01 per share | 82,063 | 82,063 | D |
Explanation of responses
- F1Represents restricted stock units granted by Baxalta Incorporated ("Baxalta") to the reporting person as a result of the adjustment of existing Baxter restricted stock units held by the reporting person prior to the spin-off (the "Spin-off") of Baxalta from Baxter International Inc. ("Baxter"). These restricted stock units vest on the schedule set forth in the original grant agreement.
- F2Represents options to purchase shares of Baxalta common stock granted to the reporting person as a result of adjustments to existing Baxter stock options made in connection with the Spin-Off.
- F3This option will vest in three equal annual installments beginning on September 2, 2015, the first anniversary of the grant date of the existing option award.
- F4This option will vest in three equal annual installments beginning on March 3, 2016, the first anniversary of the grant date of the existing option award.
- F5This option will vest in three equal annual installments beginning on July 1, 2016.
Remarks
EVP, Head of Research & Development and Chief Scientific Officer