SEC Form 4 · accession 0001209191-17-058430
CELGENE CORP /DE/ · CELG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter N Kellogg
Officer — See Remarks
Period of report
Oct 27, 2017
Accepted (ET)
Oct 31, 2017 · 4:10 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 | Oct 27, 2017 | M | 2,100 | $0.00 | A | 41,823 | D | |
| Common StockF2 | Oct 27, 2017 | F | 1,088 | $98.17 | D | 40,735 | D | |
| Common Stock | holding | — | — | — | 348 | 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 | — | Oct 27, 2017 | M | 2,100 | D | — | — | Common Stock | 2,100 | 0 | D |
| Stock Option (right to buy)F4,F3 | $100.97 | Oct 30, 2017 | A | 30,911 | A | — | Oct 30, 2027 | Common Stock | 30,911 | 30,911 | D |
| Restricted Stock UnitF7,F5,F6 | — | Oct 30, 2017 | A | 3,666 | A | — | — | Common Stock | 3,666 | 3,666 | D |
Explanation of responses
- F1All of the restricted stock units granted to the reporting person on October 27, 2014 vested and settled for shares of the Company's common stock.
- F2This amount reflects shares withheld by the Company for the payment of taxes on the vested shares.
- F3Option is immediately exercisable and will vest in four equal annual installments, commencing on October 30, 2018.
- 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 fully vest on October 30, 2020. 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.
Remarks
Executive Vice President and Chief Financial Officer