FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 05/06/2004 |
3. Issuer Name and Ticker or Trading Symbol
VERTEX PHARMACEUTICALS INC / MA [ VRTX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 30,766 | D | |
Common Stock | 800(1) | D | |
Common Stock | 1,575(2) | D | |
Common Stock | 20,000(3) | D | |
Common Stock | 1,316 | I | 401(k) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Options(4) | 10/18/2001 | 07/17/2011 | Common Stock | 40,000 | $39.28 | D | |
Stock Options(5) | 10/22/2002 | 07/21/2012 | Common Stock | 23,433 | $15.87 | D | |
Stock Options(6) | 04/18/2007 | 01/17/2013 | Common Stock | 5,286 | $15.6 | D | |
Stock Options(7) | 04/18/2003 | 01/17/2013 | Common Stock | 43,568 | $15.6 | D | |
Stock Options(8) | 03/11/2004 | 12/11/2013 | Common Stock | 6,000 | $9.07 | D | |
Stock Options(9) | 06/17/2004 | 03/17/2014 | Common Stock | 11,813 | $9.69 | D | |
Stock Options(10) | 06/11/2005 | 12/10/2011 | Common Stock | 6,366 | $24.66 | D | |
Stock Options(11) | 03/11/2002 | 12/10/2011 | Common Stock | 31,766 | $24.66 | D | |
Stock Options(12) | 02/01/2001 | 01/30/2007 | Common Stock | 62 | $1.22 | D | |
Stock Options(13) | 01/01/2002 | 01/01/2008 | Common Stock | 1,054 | $8.47 | D | |
Stock Options(14) | 08/01/2002 | 08/01/2008 | Common Stock | 1,550 | $8.47 | D | |
Stock Options(15) | 01/01/2003 | 01/01/2009 | Common Stock | 1,348 | $10.39 | D | |
Stock Options(16) | 12/01/2000 | 03/01/2009 | Common Stock | 10,009 | $12.5 | D | |
Stock Options(17) | 12/01/2001 | 04/01/2009 | Common Stock | 1,808 | $10.84 | D | |
Stock Options(18) | 12/01/2001 | 12/01/2009 | Common Stock | 6,847 | $19.16 | D | |
Stock Options(19) | 12/01/2001 | 02/01/2010 | Common Stock | 5,269 | $58.88 | D | |
Stock Options(20) | 01/28/2004 | 09/28/2010 | Common Stock | 830 | $104.79 | D | |
Stock Options(21) | 09/28/2001 | 09/28/2010 | Common Stock | 17,769 | $104.79 | D | |
Stock Options(22) | 01/12/2004 | 02/12/2011 | Common Stock | 1,038 | $41.44 | D | |
Stock Options(23) | 12/01/2000 | 04/01/2009 | Common Stock | 516 | $10.84 | D | |
Stock Options(24) | 12/01/2000 | 12/01/2009 | Common Stock | 8,652 | $19.16 | D | |
Stock Options(25) | 02/12/2002 | 02/12/2011 | Common Stock | 23,885 | $41.44 | D |
Explanation of Responses: |
1. Stock grant made under the Vertex 1996 Stock and Option Plan, vesting in 4 equal annual installments from 12/11/2003. |
2. Stock grant made under the Vertex 1996 Stock and Option Plan, vesting on 3/17/2008, subject to acceleration upon achievement of certain performance-based milestones. |
3. Stock grant made under the Vertex1996 Stock and Option Plan, vesting 50% on May 6, 2009, subject to acceleration upon achievement of a performance-based milestone based on Company profitability, and 50% on May 6, 2007. |
4. Right to buy under the Vertex 1996 Stock and Option Plan vesting in 20 quarterly installments from 7/18/2001. |
5. Right to buy under the Vertex 1996 Stock and Option Plan vesting in 20 quarterly installments from 7/22/2002. |
6. Right to buy under the Vertex 1996 Stock and Option Plan granted 1/18/2003 vesting in 8 quarterly installments from 4/18/2007. |
7. Right to buy under the Vertex 1996 Stock and Option Plan vesting in 20 quarterly installments from 1/18/2003. |
8. Right to buy under the Vertex 1996 Stock and Option Plan vesting in 16 quarterly installments from 12/11/2003. |
9. Right to buy under the Vertex 1996 Stock and Option Plan vesting in 16 quarterly installments from 3/17/2004. |
10. Right to buy under the Vertex 1996 Stock and Option Plan granted 12/11/2001 vesting in 8 quarterly installments from 6/11/2005. |
11. Right to buy under the Vertex 1996 Stock and Option Plan vesting in 20 quarterly installments from 12/11/2001. |
12. Right to buy under the Aurora 1996 Stock Plan granted 1/30/1997 is fully vested. |
13. Right to buy under the Aurora 1996 Stock Plan granted 11/20/1998 is fully vested. |
14. Right to buy under the Aurora 1996 Stock Plan granted 11/20/1998 is fully vested. |
15. Right to buy under the Aurora 1996 Stock Plan granted 1/1/1999 is fully vested. |
16. Right to buy under the Aurora 1996 Stock Plan granted 3/1/1999 is fully vested. |
17. Right to buy under the Aurora 1996 Stock Plan granted 4/1/1999 is fully vested. |
18. Right to buy under the Aurora 1996 Stock Plan granted 12/1/1999 is fully vested. |
19. Right to buy under the Aurora 1996 Stock Plan granted 2/1/2000 is fully vested. |
20. Right to buy under the Aurora 1996 Stock Plan granted 9/28/2000 vests monthly from 1/28/2004. |
21. Right to buy under the Aurora 1996 Stock Plan granted 9/28/2000 vests monthly from 9/28/2001. |
22. Right to buy under the Aurora 1996 Stock Plan granted 2/12/2001 vests monthly from 1/12/2004. |
23. Right to buy under the Aurora 1996 Stock Plan granted 4/1/1999 is fully vested. |
24. Right to buy under the Aurora 1996 Stock Plan granted 12/1/1999 is fully vested. |
25. Right to buy under the Aurora 1996 Stock Plan granted 2/12/2001 vests monthly from 2/12/2002. |
Remarks: |
Valerie L. Andrews, Attorney-In-Fact | 05/10/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |