SEC Form 4 · accession 0001209191-17-040445
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 14, 2017
Accepted (ET)
Jun 16, 2017 · 4:06 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 15, 2017 | M | 375 | $0.00 | A | 0 | D | |
| Common StockF2 | holding | — | — | — | 100,987 | 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 | $121.04 | Jun 14, 2017 | A | 10,500 | A | — | Jun 14, 2027 | Common Stock | 10,500 | 10,500 | D |
| Restricted Stock UnitF7,F5,F6 | — | Jun 14, 2017 | A | 900 | A | — | — | Common Stock | 900 | 900 | D |
| Restricted Stock UnitF7,F1,F5,F8 | — | Jun 15, 2017 | M | 375 | D | — | — | Common Stock | 375 | 750 | D |
Explanation of responses
- F1One-third of the restricted stock units granted to the reporting person on June 15, 2016 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 14, 2018 or the day preceding the date of the next annual stockholder meeting.
- F4The option was issued pursuant to the Company's 2017 Stock Incentive Plan.
- 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 14, 2018. 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 2017 Stock Incentive Plan.
- F8The remainder of the restricted stock units will vest as follows: 375 shares on June 15, 2018; 375 shares on June 15, 2019. Vested shares will be delivered to the reporting person promptly after the vesting date.