-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SjKNC+4f1/+F3IgNJd46S3HV++lS59kF83O7HVieydBRNtKe3SLSB+5e9fuLppxi q9MF/Qo9rszA4Bgl9t2O0w== 0001104659-06-022282.txt : 20060404 0001104659-06-022282.hdr.sgml : 20060404 20060404213831 ACCESSION NUMBER: 0001104659-06-022282 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060401 FILED AS OF DATE: 20060404 DATE AS OF CHANGE: 20060404 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ABGENIX INC CENTRAL INDEX KEY: 0001052837 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 943248826 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6701 KAISER DRIVE CITY: FREMONT STATE: CA ZIP: 94555 BUSINESS PHONE: 5106086500 MAIL ADDRESS: STREET 1: 6701 KAISER DRIVE CITY: FREMONT STATE: CA ZIP: 94555 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHWAB GISELA MD CENTRAL INDEX KEY: 0001213140 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24207 FILM NUMBER: 06740387 MAIL ADDRESS: STREET 1: 6701 KAISER DRIVE CITY: FREMONT STATE: CA ZIP: 94555 4 1 a4.xml 4 X0202 4 2006-04-01 1 0001052837 ABGENIX INC ABGX 0001213140 SCHWAB GISELA MD 6701 KAISER DRIVE FREMONT CA 94555 0 1 0 0 Chief Medical Officer Common Stock, par value $0.0001 per share 2006-04-01 4 D 0 451812 22.50 D 0 D Non-Qualified Stock Option (right to buy) 9.75 2006-04-01 4 D 0 118188 D 1999-10-04 2009-10-04 Common Stock, par value $0.0001 per share 118188 0 D Incentive Stock Option (right to buy) 23.68 2006-04-01 4 D 0 2914 D 2002-02-11 2012-02-11 Common Stock, par value $0.0001 per share 2914 0 D Non-Qualified Stock Option (right to buy) 23.68 2006-04-01 4 D 0 67086 D 2002-02-11 2012-02-11 Common Stock, par value $0.0001 per share 67086 0 D Incentive Stock Option (right to buy) 8.87 2006-04-01 4 D 0 8301 D 2003-04-02 2010-04-02 Common Stock, par value $0.0001 per share 8301 0 D Non-Qualified Stock Option (right to buy) 8.87 2006-04-01 4 D 0 35699 D 2003-04-02 2010-04-02 Common Stock, par value $0.0001 per share 35699 0 D Incentive Stock Option (right to buy) 15.32 2006-04-01 4 D 0 6559 D 2004-01-14 2011-01-14 Common Stock, par value $0.0001 per share 6559 0 D Non-Qualified Stock Option (right to buy) 15.32 2006-04-01 4 D 0 20441 D 2004-01-14 2011-01-14 Common Stock, par value $0.0001 per share 20441 0 D Incentive Stock Option (right to buy) 8.98 2006-04-01 4 D 0 11842 D 2005-01-19 2012-01-19 Common Stock, par value $0.0001 per share 11842 0 D Non-Qualified Stock Option (right to buy) 8.98 2006-04-01 4 D 0 68158 D 2005-01-19 2012-01-19 Common Stock, par value $0.0001 per share 68158 0 D 1/4 of the total shares subject to the option became exercisable on 10/4/2000 and an additional 1/48 of the total shares subject to the option became exercisable each full month thereafter with the balance fully vesting on 4/1/2006. 1/48 of the total shares subject to the option became exercisable on the one month anniversary of the first date exercisable and an additional 1/48 of the total shares subject to the option became exercisable each full month thereafter with the balance fully vesting on 4/1/2006. This option was converted into an option to acquire 36,638 shares of Amgen Inc. common stock at an exercise price of $31.46 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 903 shares of Amgen Inc. common stock at an exercise price of $76.39 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 20,796 shares of Amgen Inc. common stock at an exercise price of $76.39 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 2,573 shares of Amgen Inc. common stock at an exercise price of $28.62 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 11,066 shares of Amgen Inc. common stock at an exercise price of $28.62 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 2,033 shares of Amgen Inc. common stock at an exercise price of $49.42 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 6,336 shares of Amgen Inc. common stock at an exercise price of $49.42 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 3,671 shares of Amgen Inc. common stock at an exercise price of $28.97 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. This option was converted into an option to acquire 21,128 shares of Amgen Inc. common stock at an exercise price of $28.97 per share pursuant to the terms of the Agreement and Plan of Merger, dated as of December 14, 2005, among Abgenix, Inc., Amgen Inc. and Athletics Merger Sub, Inc. /s/ George F. Fraley (Attorney-in-Fact) 2006-04-01 -----END PRIVACY-ENHANCED MESSAGE-----