SEC Form 4 · accession 0000899243-17-024262
SCICLONE PHARMACEUTICALS INC · SCLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Hong Zhao
Officer — CEO, China Operations
Period of report
Oct 13, 2017
Accepted (ET)
Oct 16, 2017 · 5:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000880771
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 13, 2017 | M | 52,000 | — | A | 52,000 | D | |
| Common StockF2 | Oct 13, 2017 | A | 75,000 | $0.00 | A | 127,000 | D | |
| Common Stock | Oct 13, 2017 | D | 127,000 | $11.18 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F3,F5,F4 | $4.52 | Oct 13, 2017 | D | 90,000 | D | — | Mar 14, 2024 | Common Stock | 90,000 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3,F5,F6 | $8.83 | Oct 13, 2017 | D | 84,000 | D | — | Mar 16, 2025 | Common Stock | 84,000 | 0 | D |
| Restricted Stock UnitF3,F1,F7 | — | Oct 13, 2017 | M | 6,000 | D | — | — | Common Stock | 6,000 | 0 | D |
| Restricted Stock UnitF3,F1,F7 | — | Oct 13, 2017 | M | 25,000 | D | — | — | Common Stock | 25,000 | 0 | D |
| Non-Qualified Stock Option (right to buy)F8,F5,F9 | $9.12 | Oct 13, 2017 | D | 84,000 | D | — | Mar 15, 2026 | Common Stock | 84,000 | 0 | D |
| Restricted Stock UnitF8,F1,F7 | — | Oct 13, 2017 | M | 9,000 | D | — | — | Common Stock | 9,000 | 0 | D |
| Restricted Stock UnitF8,F1,F7 | — | Oct 13, 2017 | M | 12,000 | D | — | — | Common Stock | 12,000 | 0 | D |
| Non-Qualified Stock Option (right to buy)F8,F5,F10 | $9.65 | Oct 13, 2017 | D | 84,000 | D | — | Mar 8, 2027 | Common Stock | 84,000 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represented a contingent right to receive one share of SCLN common stock upon settlement.
- F10Under its terms the option became exercisable in installments with 25% vesting on March 8, 2018 and 2.0833% vesting each month thereafter until it became vested in full immediately prior to the Merger.
- F2Shares of SCLN common stock received in settlement of performance rights not constituting derivative securities.
- F3Granted under Issuer's 2005 Equity Incentive Plan.
- F4Under its terms the option became exercisable in installments with 25% vesting on March 14, 2015 and 2.0833% vesting each month thereafter until it became vested in full immediately prior to the merger of Issuer and Silver Delaware Investment Limited (the "Merger").
- F5The option was canceled immediately prior to the Merger in exchange for a cash payment per share from the Issuer in an amount equal to the excess of $11.18 per share over the exercise price.
- F6Under its terms the option became exercisable in installments with 25% vesting on March 16, 2016 and 2.0833% vesting each month thereafter until it became vested in full immediately prior to the Merger.
- F7Restricted stock units became fully vested and entitled to settlement immediately prior to the Merger and terminated upon settlement in shares of SCLN common stock.
- F8Granted under Issuer's 2015 Equity Incentive Plan.
- F9Under its terms the option became exercisable in installments with 25% vesting on March 15, 2017 and 2.0833% vesting each month thereafter until it became vested in full immediately prior to the Merger.