SEC Form 4 · accession 0001127602-17-007557
GILEAD SCIENCES, INC. · GILD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John C Martin
Officer — Executive Chairman · Director
Period of report
Feb 15, 2017
Accepted (ET)
Feb 21, 2017 · 9:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000882095
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 15, 2017 | A | 315 | $59.33 | A | 3,131,411 | D | |
| Common StockF2 | Feb 16, 2017 | A | 11,924 | $0.00 | A | 3,143,335 | D | |
| Common StockF3 | Feb 16, 2017 | A | 8,572 | $0.00 | A | 3,151,907 | D | |
| Common Stock | Feb 16, 2017 | F | 25,271 | $70.31 | D | 3,126,636 | 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)F4 | $70.31 | Feb 16, 2017 | A | 123,210 | A | — | Feb 16, 2027 | Common Stock | 123,210 | 123,210 | D |
Explanation of responses
- F1Shares were acquired under the Gilead Sciences, Inc. Employee Stock Purchase Plan.
- F2Represents shares of the Issuer's common stock subject to specific tranches of the performance share awards made to the Reporting Person on February 1, 2015, and February 1, 2016. Such tranches of shares were subject to both performance-vesting and service-vesting requirements. The performance vesting requirement was satisfied on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of the Issuer's Board of Directors. However, the shares will not be issued to the Reporting Person until such individual satisfies the applicable service-vesting requirements by continuing in the Issuer's employ through December 31, 2017 and December 31, 2018, respectively.
- F3Represents shares of the Issuer's common stock subject to specific tranches of the performance share award made to the Reporting Person on February 1, 2014. Such tranches of shares were subject to performance-vesting and service-vesting requirements and became issuable on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of the Issuer's Board of Directors.
- F4The options have a four year vesting schedule. 25% of the options will vest on the first anniversary date of the grant. The balance will vest 6.25% quarterly thereafter until fully vested.