SEC Form 4 · accession 0001209191-17-041065
CELGENE CORP /DE/ · CELG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael A Friedman
Director
Period of report
Jun 17, 2017
Accepted (ET)
Jun 20, 2017 · 4:07 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, 2017 | M | 333 | $0.00 | A | 0 | D | |
| Common Stock | Jun 19, 2017 | M | 5,000 | $59.06 | A | 0 | D | |
| Common StockF2 | Jun 19, 2017 | S | 5,000 | $125.00 | A | 0 | D | |
| Common StockF3 | holding | — | — | — | 14,907 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF6,F1,F4,F5 | — | Jun 17, 2017 | M | 333 | D | — | — | Common Stock | 333 | 334 | D |
| Common StockF8,F7 | $59.06 | Jun 19, 2017 | M | 5,000 | D | — | Jun 12, 2023 | Common Stock | 5,000 | 0 | 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.
- F2These shares were sold by the reporting person pursuant to a Rule 10b5-1 plan.
- F3The 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.
- F4Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
- F5The balance of the restricted stock units will vest on June 17, 2018. Vested shares will be delivered to the reporting person promptly after the vesting date.
- F6The restricted stock units were issued pursuant to the Company's 2017 Stock Incentive Plan (formerly known as the 2008 Stock Incentive Plan (as amended and restated on April 15, 2015)).
- F7The option was fully exercisable.
- F8The option was issued pursuant to the Company's 2017 Stock Incentive Plan (formerly known as the 2008 Stock Incentive Plan (as amended and restated as of April 15, 2015)).