SEC Form 4 · accession 0001209191-15-045582
ACHIEVE LIFE SCIENCES, INC. · ACHV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Daniel Cormack
Officer — President and CEO · Director
Period of report
May 19, 2015
Accepted (ET)
May 21, 2015 · 6:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000949858
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 19, 2015 | M | 15,624 | $0.00 | A | 114,681 | D | |
| Common StockF2 | May 20, 2015 | S | 7,543 | $1.88 | D | 107,138 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU)F3,F4 | — | May 19, 2015 | M | 4,687 | D | — | Jan 31, 2016 | Common Stock | 4,687 | 4,687 | D |
| Restricted Stock Unit (RSU)F3,F5 | — | May 19, 2015 | M | 4,687 | D | — | Jan 31, 2017 | Common Stock | 4,687 | 9,375 | D |
| Restricted Stock Unit (RSU)F3,F6 | — | May 19, 2015 | M | 6,250 | D | — | Apr 13, 2018 | Common Stock | 6,250 | 18,750 | D |
| Stock Option (right to buy)F7 | $1.86 | May 19, 2015 | A | 75,000 | A | — | May 19, 2025 | Common Stock | 75,000 | 75,000 | D |
| Restricted Stock Unit (RSU)F3,F8 | — | May 19, 2015 | A | 37,500 | A | — | Jun 18, 2019 | Common | 37,500 | 37,500 | D |
Explanation of responses
- F1Represents shares of common stock acquired upon settlement of the restricted stock units ("RSUs") listed in Table II.
- F2Represents shares of common stock that have been sold by the issuer to satisfy the tax liability in connection with the settlement of RSUs.
- F3Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock at settlement.
- F4Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest on March 12, 2013 and then annually on the later of: (i) each anniversary of January 1, 2012; and (ii) the first day thereafter during which the issuer's trading window is open.
- F5Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of January 1, 2013; and (ii) the first day thereafter during which the issuer's trading window is open.
- F6Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of January 1, 2014; and (ii) the first day thereafter during which the issuer's trading window is open.
- F7The options vest in monthly installments over 48 months commencing one month from January 1, 2015.
- F8Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of January 1, 2015; and (ii) the first day thereafter during which the issuer's trading window is open.