SEC Form 4 · accession 0001209191-16-128554
CELGENE CORP /DE/ · CELG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael D Casey
Director
Period of report
Jun 15, 2016
Accepted (ET)
Jun 17, 2016 · 4:13 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 | Jun 17, 2016 | M | 333 | $0.00 | A | 0 | D | |
| Common StockF2 | holding | — | — | — | 127,886 | I | Family Trust |
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 | $99.98 | Jun 15, 2016 | A | 11,000 | A | — | Jun 15, 2026 | Common Stock | 11,000 | 11,000 | D |
| Restricted Stock UnitF7,F5,F6 | — | Jun 15, 2016 | A | 1,125 | A | — | — | Common Stock | 1,125 | 1,125 | D |
| Restricted Stock UnitF7,F1,F5,F8 | — | Jun 17, 2016 | M | 333 | D | — | — | Common Stock | 333 | 667 | D |
Explanation of responses
- F1One-third of the restricted stock units granted to the reporting person on June 17, 2015 vested and settled for shares of the Company's common stock.
- F2The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3Option is immediately exercisable and will vest on the earlier of June 15, 2017 or the day preceding the date of the next annual stockholder meeting.
- F4The option was issued pursuant to the Company's 2008 Stock Incentive Plan (as amended and restated as of April 15, 2015).
- F5Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
- F6The restricted stock units will vest in three equal annual installments commencing on June 15, 2017. Vested shares will be delivered to the reporting person promptly after the vesting date.
- F7The restricted stock units were issued pursuant to the Company's 2008 Stock Incentive Plan (as amended and restated as of April 15, 2015).
- F8The remainder of the restricted stock units will vest as follows: 333 shares on June 17, 2017; 334 shares on June 17, 2018. Vested shares will be delivered to the reporting person promptly after the vesting date.