SEC Form 4 · accession 0001209191-16-117190
CELGENE CORP /DE/ · CELG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jacqualyn A Fouse
Officer — see remarks · Director
Period of report
Apr 29, 2016
Accepted (ET)
May 3, 2016 · 9:26 pm EDT
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 StockF1 | Apr 29, 2016 | M | 11,000 | $0.00 | A | 84,569 | D | |
| Common Stock | Apr 29, 2016 | F | 5,177 | $103.41 | D | 79,392 | D | |
| Common Stock | holding | — | — | — | 1,448 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1 | — | Apr 29, 2016 | M | 11,000 | D | — | — | Common Stock | 11,000 | 0 | D |
| Stock Option (right to buy)F3,F2 | $104.97 | May 2, 2016 | A | 18,543 | A | — | May 2, 2026 | Common Stock | 18,543 | 18,543 | D |
| Restricted Stock UnitF5,F4 | — | May 2, 2016 | A | 9,755 | A | — | — | Common Stock | 9,755 | 9,755 | D |
Explanation of responses
- F1All of the restricted stock units granted to the reporting person on April 29, 2013 vested and settled for shares of the Company's common stock.
- F2Option is immediately exercisable and will vest in four equal annual installments commencing on May 2, 2017.
- F3The option was issued pursuant to the Company's 2008 Stock Incentive Plan (as Amended and Restated as of April 15, 2015).
- F4Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
- F5The restricted stock units were issued pursuant to the Company's 2008 Stock Incentive Plan (Amended and Restated as of April 15, 2015) and will vest on May 2, 2019. Vested shares will be delivered to the reporting person on the vesting date.
Remarks
President & Chief Operating Officer Exhibit 24 - Power of Attorney