SEC Form 4 · accession 0000899243-15-000635
Baxalta Inc · BXLT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dagmar Rosa-Bjorkeson
Officer — See Remarks
Period of report
Jul 1, 2015
Accepted (ET)
Jul 6, 2015 · 8:45 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 | 100 | $0.00 | A | 100 | D | |
| Common Stock, par value $0.01 per shareF2 | Jul 1, 2015 | J | 62,869 | $0.00 | A | 62,969 | 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)F3,F4 | $33.63 | Jul 1, 2015 | J | 86,669 | A | — | Dec 1, 2024 | Common Stock, par value $0.01 per share | 86,669 | 86,669 | D |
| Stock Option (Right to Buy)F3,F5 | $32.04 | Jul 1, 2015 | J | 54,553 | A | — | Mar 3, 2025 | Common Stock, par value $0.01 per share | 54,553 | 54,553 | D |
Explanation of responses
- F1Represents shares of Baxalta Incorporated ("Baxalta") common stock received in connection with the spin-off (the "Spin-off") of Baxalta from Baxter International Inc. ("Baxter"), in an exempt transaction pursuant to Rule 16a-9.
- F2Represents restricted stock units granted by 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. These restricted stock units vest on the schedule set forth in the original grant agreement.
- F3Represents 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.
- F4This option will vest in three equal annual installments beginning on December 1, 2015, the first anniversary of the grant date of the existing option award.
- F5This 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.
Remarks
EVP and President, Biosimilars