SEC Form 4 · accession 0001209191-16-139901
NEKTAR THERAPEUTICS · NKTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Howard W Robin
Officer — President & CEO · Director
Period of report
Sep 1, 2016
Accepted (ET)
Sep 2, 2016 · 8:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906709
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Sep 1, 2016 | M | 87,500 | $4.65 | A | 216,366 | D | |
| Common StockF1,F4,F2,F3 | Sep 1, 2016 | S | 87,500 | $17.83 | D | 128,886 | D | |
| Common Stock | holding | — | — | — | 410 | I | by spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF1 | $4.65 | Sep 1, 2016 | M | 87,500 | D | Feb 23, 2013 | Feb 22, 2017 | Common Stock | 87,500 | 437,500 | D |
Explanation of responses
- F1This transaction was made pursuant to a Rule 10b5-1 trading plan (the "Expiring Option Plan") adopted by Mr. Robin in May 2015 and reported on a Form 8-K filed by Nektar Therapeutics on July 16, 2015. The Expiring Option Plan provides for the exercise and same-day sale of expiring stock options held by Mr. Robin on a monthly pro-rata basis on pre-specified dates over the six month period prior to stock option expiration.
- F2The total holdings include the remaining portion of the 67,500 shares of restricted stock units ("RSUs") that were previous reported in Table II for the reporting person and reclassified to Table 1. These RSUs were granted on December 15, 2015, are convertible on a one-for-one basis into shares of Common Stock of the Company and vest on a quarterly pro-rata basis over a period of three (3) years from the date of grant.
- F3This number includes 997 shares held by the reporting person in the Issuer's 401(K) plan and 2,250 shares held by the reporting person in the Issuer's ESPP plan. The acquisition of these shares under both plans is exempt under Rule 16b-3(c).
- F4This transaction was executed in multiple trades at prices ranging from $17.66 to $18.05. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and the prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.