SEC Form 4 · accession 0001209191-15-011611
CELGENE CORP /DE/ · CELG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark J Alles
Officer — See Remarks
Period of report
Feb 6, 2015
Accepted (ET)
Feb 10, 2015 · 6:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000816284
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 6, 2015 | M | 4,922 | $81.555 | A | 71,064 | D | |
| Common Stock | Feb 6, 2015 | M | 4,434 | $74.30 | A | 75,498 | D | |
| Common Stock | Feb 6, 2015 | M | 1,719 | $27.275 | A | 77,217 | D | |
| Common Stock | Feb 6, 2015 | M | 444 | $30.74 | A | 77,661 | D | |
| Common Stock | Feb 6, 2015 | M | 1,290 | $26.17 | A | 78,951 | D | |
| Common Stock | Feb 6, 2015 | M | 2,580 | $28.94 | A | 81,531 | D | |
| Common Stock | Feb 6, 2015 | M | 41,335 | $29.75 | A | 122,866 | D | |
| Common Stock | Feb 6, 2015 | M | 1,290 | $25.765 | A | 124,156 | D | |
| Common Stock | Feb 6, 2015 | M | 4,688 | $36.96 | A | 128,844 | D | |
| Common Stock | Feb 6, 2015 | M | 3,122 | $36.465 | A | 131,966 | D | |
| Common Stock | Feb 6, 2015 | M | 6,243 | $34.70 | A | 138,209 | D | |
| Common Stock | Feb 6, 2015 | M | 6,243 | $36.675 | A | 144,452 | D | |
| Common Stock | Feb 6, 2015 | M | 13,125 | $40.22 | A | 157,577 | D | |
| Common Stock | Feb 6, 2015 | M | 3,122 | $49.475 | A | 160,699 | D | |
| Common Stock | Feb 6, 2015 | M | 4,434 | $59.235 | A | 165,133 | D | |
| Common Stock | Feb 6, 2015 | M | 4,434 | $71.33 | A | 169,567 | D | |
| Common Stock | Feb 6, 2015 | M | 4,434 | $78.115 | A | 174,001 | D | |
| Common StockF1 | Feb 6, 2015 | S | 117,099 | $120.677 | D | 56,902 | D | |
| Common StockF2 | Feb 6, 2015 | A | 30,404 | $0.00 | A | 87,306 | D | |
| Common Stock | Feb 6, 2015 | F | 13,666 | $118.75 | D | 73,640 | D | |
| Common Stock | holding | — | — | — | 5,461 | I | 401(k) Plan |
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)F4,F3 | $81.555 | Feb 6, 2015 | M | 4,922 | D | — | Dec 2, 2023 | Common Stock | 4,922 | 14,764 | D |
| Stock Option (right to buy)F4,F3 | $74.30 | Feb 6, 2015 | M | 4,434 | D | — | Feb 3, 2024 | Common Stock | 4,434 | 13,302 | D |
| Stock Option (right to buy)F4,F3 | $27.275 | Feb 6, 2015 | M | 1,719 | D | — | Oct 13, 2019 | Common Stock | 1,719 | 573 | D |
| Stock Option (right to buy)F4,F3 | $30.74 | Feb 6, 2015 | M | 444 | D | — | Apr 13, 2020 | Common Stock | 444 | 148 | D |
| Stock Option (right to buy)F4,F3 | $26.17 | Feb 6, 2015 | M | 1,290 | D | — | Jul 13, 2020 | Common Stock | 1,290 | 430 | D |
| Stock Option (right to buy)F4,F3 | $28.94 | Feb 6, 2015 | M | 2,580 | D | — | Oct 12, 2020 | Common Stock | 2,580 | 860 | D |
| Stock Option (right to buy)F4,F3 | $29.75 | Feb 6, 2015 | M | 41,335 | D | — | Dec 27, 2020 | Common Stock | 41,335 | 5,333 | D |
| Stock Option (right to buy)F4,F3 | $25.765 | Feb 6, 2015 | M | 1,290 | D | — | Jan 31, 2021 | Common Stock | 1,290 | 430 | D |
| Stock Option (right to buy)F4,F3 | $36.96 | Feb 6, 2015 | M | 4,688 | D | — | Mar 1, 2022 | Common Stock | 4,688 | 9,852 | D |
| Stock Option (right to buy)F4,F3 | $36.465 | Feb 6, 2015 | M | 3,122 | D | — | Apr 30, 2022 | Common Stock | 3,122 | 9,366 | D |
| Stock Option (right to buy)F4,F3 | $34.70 | Feb 6, 2015 | M | 6,243 | D | — | Jul 30, 2022 | Common Stock | 6,243 | 10,407 | D |
| Stock Option (right to buy)F4,F3 | $36.675 | Feb 6, 2015 | M | 6,243 | D | — | Oct 31, 2022 | Common Stock | 6,243 | 10,407 | D |
| Stock Option (right to buy)F4,F3 | $40.22 | Feb 6, 2015 | M | 13,125 | D | — | Dec 17, 2022 | Common Stock | 13,125 | 21,875 | D |
| Stock Option (right to buy)F4,F3 | $49.475 | Feb 6, 2015 | M | 3,122 | D | — | Jan 28, 2023 | Common Stock | 3,122 | 11,508 | D |
| Stock Option (right to buy)F4,F3 | $59.235 | Feb 6, 2015 | M | 4,434 | D | — | Apr 29, 2023 | Common Stock | 4,434 | 19,216 | D |
| Stock Option (right to buy)F4,F3 | $71.33 | Feb 6, 2015 | M | 4,434 | D | — | Jul 29, 2023 | Common Stock | 4,434 | 13,302 | D |
| Stock Option (right to buy)F4,F3 | $78.115 | Feb 6, 2015 | M | 4,434 | D | — | Oct 28, 2023 | Common Stock | 4,434 | 13,302 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold by the reporting person pursuant to a rule 10b5-1 plan in multiple transactions at prices ranging from $118.98 to $121.70, inclusive. The reporting person undertakes to provide to Celgene Corporation (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.
- F2Represents shares of common stock relating to the 2012-2014 Long Term Incentive Plan and issued under the Celgene Corporation 2008 Stock Incentive Plan (Amended and Restated as of April 17, 2013).
- F3The option was fully exercisable.
- F4The option was issued pursuant to the Celgene Corporation 2008 Stock Incentive Plan (Amended and Restated as of April 17, 2013).
Remarks
President and Chief Operating Officer