SEC Form 4 · accession 0001209191-15-047703
PHARMACYCLICS INC · PCYC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert F. Booth
Director
Period of report
May 26, 2015
Accepted (ET)
May 28, 2015 · 7:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000949699
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 26, 2015 | D | 10,000 | $261.25 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $5.76 | May 26, 2015 | D | 10,000 | D | — | Dec 9, 2020 | Common Stock | 10,000 | 0 | D |
| Stock Option (Right to Buy)F2 | $5.81 | May 26, 2015 | D | 20,000 | D | — | Dec 31, 2020 | Common Stock | 20,000 | 0 | D |
| Stock Option (Right to Buy)F2 | $6.01 | May 26, 2015 | D | 3,743 | D | — | Apr 1, 2021 | Common Stock | 3,743 | 0 | D |
| Stock Option (Right to Buy)F2 | $10.58 | May 26, 2015 | D | 2,126 | D | — | Jul 1, 2021 | Common Stock | 2,126 | 0 | D |
| Stock Option (Right to Buy)F2 | $11.31 | May 26, 2015 | D | 1,989 | D | — | Oct 3, 2021 | Common Stock | 1,989 | 0 | D |
| Stock Option (Right to Buy)F2 | $14.26 | May 26, 2015 | D | 7,500 | D | — | Dec 15, 2021 | Common Stock | 7,500 | 0 | D |
| Stock Option (Right to Buy)F2 | $15.02 | May 26, 2015 | D | 1,754 | D | — | Jan 3, 2022 | Common Stock | 1,754 | 0 | D |
| Stock Option (Right to Buy)F2 | $28.47 | May 26, 2015 | D | 800 | D | — | Apr 2, 2022 | Common Stock | 800 | 0 | D |
| Stock Option (Right to Buy)F2 | $59.28 | May 26, 2015 | D | 440 | D | — | Jul 2, 2022 | Common Stock | 440 | 0 | D |
| Stock Option (Right to Buy)F2 | $65.56 | May 26, 2015 | D | 442 | D | — | Oct 1, 2022 | Common Stock | 442 | 0 | D |
| Stock Option (Right to Buy)F2 | $49.00 | May 26, 2015 | D | 7,500 | D | — | Nov 9, 2022 | Common Stock | 7,500 | 0 | D |
| Stock Option (Right to Buy)F2 | $61.44 | May 26, 2015 | D | 425 | D | — | Jan 2, 2023 | Common Stock | 425 | 0 | D |
| Stock Option (Right to Buy)F2 | $79.67 | May 26, 2015 | D | 307 | D | — | Apr 1, 2023 | Common Stock | 307 | 0 | D |
| Stock Option (Right to Buy)F2 | $74.48 | May 26, 2015 | D | 3,750 | D | — | May 9, 2023 | Common Stock | 3,750 | 0 | D |
| Stock Option (Right to Buy)F2 | $85.39 | May 26, 2015 | D | 322 | D | — | Jul 1, 2023 | Common Stock | 322 | 0 | D |
| Stock Option (Right to Buy)F2 | $139.89 | May 26, 2015 | D | 205 | D | — | Oct 1, 2023 | Common Stock | 205 | 0 | D |
| Stock Option (Right to Buy)F2 | $108.44 | May 26, 2015 | D | 224 | D | — | Jan 2, 2024 | Common Stock | 224 | 0 | D |
| Stock Option (Right to Buy)F2 | $107.42 | May 26, 2015 | D | 240 | D | — | Apr 1, 2024 | Common Stock | 240 | 0 | D |
| Stock Option (Right to Buy)F2 | $95.08 | May 26, 2015 | D | 3,750 | D | — | May 9, 2024 | Common Stock | 3,750 | 0 | D |
| Stock Option (Right to Buy)F2 | $89.58 | May 26, 2015 | D | 424 | D | — | Jul 1, 2024 | Common Stock | 424 | 0 | D |
| Stock Option (Right to Buy)F2 | $115.80 | May 26, 2015 | D | 314 | D | — | Oct 1, 2024 | Common Stock | 314 | 0 | D |
| Stock Option (Right to Buy)F2 | $124.46 | May 26, 2015 | D | 294 | D | — | Jan 2, 2025 | Common Stock | 294 | 0 | D |
| Stock Option (Right to Buy)F2 | $257.015 | May 26, 2015 | D | 158 | D | — | Apr 7, 2025 | Common Stock | 158 | 0 | D |
Explanation of responses
- F1Represents shares issuable pursuant to a Restricted Stock Unit Award that was cancelled in exchange for a cash payment, subject to applicable withholding taxes and pursuant to the procedures terms set forth in the Agreement and Plan of Reorganization (the "Merger Agreement") dated March 4, 2015, by and between the Issuer, AbbVie Inc., a Delaware corporation ("AbbVie"), Oxford Amherst Corporation, a Delaware corporation and a direct wholly owned subsidiary of AbbVie and Oxford Amherst LLC, a Delaware limited liability company and a direct wholly owned subsidiary of AbbVie.
- F2This option was cancelled pursuant to the terms of the Merger Agreement in exchange for a cash payment equal to the number of shares subject to the option multiplied by the difference between $261.25 and the exercise price of the option, subject to applicable withholding taxes and pursuant to the procedures set forth in the Merger Agreement.