SEC Form 4 · accession 0000939767-17-000079
EXELIXIS, INC. · EXEL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Morrissey
Officer — President and CEO · Director
Period of report
May 8, 2017
Accepted (ET)
May 10, 2017 · 8:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000939767
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 8, 2017 | M | 11,300 | $1.90 | A | 71,300 | D | |
| Common StockF2 | May 8, 2017 | S | 11,300 | $21.81 | D | 60,000 | D | |
| Common Stock | May 9, 2017 | M | 51,214 | $1.90 | A | 111,214 | D | |
| Common StockF3 | May 9, 2017 | S | 51,214 | $21.77 | D | 60,000 | D | |
| Common Stock | May 9, 2017 | M | 48,786 | $1.90 | A | 108,786 | D | |
| Common StockF4 | May 9, 2017 | S | 48,786 | $21.60 | D | 60,000 | D | |
| Common Stock | May 10, 2017 | M | 79,551 | $1.90 | A | 139,551 | D | |
| Common Stock | May 10, 2017 | M | 20,449 | $1.70 | A | 160,000 | D | |
| Common StockF5 | May 10, 2017 | S | 100,000 | $22.07 | D | 60,000 | D | |
| Common StockF6 | holding | — | — | — | 172,698 | I | By Trust | |
| Common StockF7 | holding | — | — | — | 17,018 | I | By 401(k) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (right to buy)F8 | $1.90 | May 8, 2017 | M | 11,300 | D | Jul 20, 2015 | Feb 4, 2022 | Common Stock | 11,300 | 179,551 | D |
| Option (right to buy)F8 | $1.90 | May 9, 2017 | M | 51,214 | D | Jul 20, 2015 | Feb 4, 2022 | Common Stock | 51,214 | 128,337 | D |
| Option (right to buy)F8 | $1.90 | May 9, 2017 | M | 48,786 | D | Jul 20, 2015 | Feb 4, 2022 | Common Stock | 48,786 | 79,551 | D |
| Option (right to buy)F8 | $1.90 | May 10, 2017 | M | 79,551 | D | Jul 20, 2015 | Feb 4, 2022 | Common Stock | 79,551 | 0 | D |
| Option (right to buy)F9 | $1.70 | May 10, 2017 | M | 20,449 | D | Jul 20, 2015 | Sep 18, 2021 | Common Stock | 20,449 | 1,104,551 | D |
Explanation of responses
- F1Includes 60,000 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.
- F2Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $21.80 to $21.84. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2 to this Form 4.
- F3Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $21.75 to $21.80. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 3 to this Form 4.
- F4Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $21.60 to $21.61. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 4 to this Form 4.
- F5Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $22.00 to $22.15. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 5 to this Form 4.
- F6Shares held by Michael M. Morrissey and Meghan D. Morrissey, Trustees of the Morrissey Family Living Trust dated July 21, 1994, as amended.
- F7Represents 17,018 shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of May 8, 2017.
- F8The option, representing the right to purchase a total of 450,000 shares of Exelixis, Inc. common stock, became exercisable as to fifty percent (50%) of the shares subject to the option on July 20, 2015, as to twenty-five (25%) of the shares subject to the option on March 7, 2016 and as to the remaining twenty-five (25%) of the shares subject to the option on April 28, 2016.
- F9The option, representing the right to purchase a total of 1,125,000 shares of Exelixis, Inc. common stock, became exercisable as to fifty percent (50%) of the shares subject to the option on July 20, 2015, as to twenty-five (25%) of the shares subject to the option on March 7, 2016 and as to the remaining twenty-five (25%) of the shares subject to the option on April 28, 2016.