-----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, D6MYptiA0RtItuBYNMW2UIlQ8rt2T5ui6vwB59nGF5ljfh1DpYMip9f8tgSvohiF sPoRFIWJnO+oVCJSvZdgNQ== 0001179110-08-001058.txt : 20080111 0001179110-08-001058.hdr.sgml : 20080111 20080111190029 ACCESSION NUMBER: 0001179110-08-001058 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080104 FILED AS OF DATE: 20080111 DATE AS OF CHANGE: 20080111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: THERAVANCE INC CENTRAL INDEX KEY: 0001080014 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943265960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 901 GATEWAY BLVD CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 6508086000 MAIL ADDRESS: STREET 1: 901 GATEWAY BLVD CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: ADVANCED MEDICINE INC DATE OF NAME CHANGE: 20000302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mammen Mathai CENTRAL INDEX KEY: 0001421050 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30319 FILM NUMBER: 08527309 BUSINESS ADDRESS: BUSINESS PHONE: 650-808-6000 MAIL ADDRESS: STREET 1: THERAVANCE,INC. STREET 2: 901 GATEWAY BLVD. CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 3 1 edgar.xml FORM 3 - X0202 3 2008-01-04 0 0001080014 THERAVANCE INC THRX 0001421050 Mammen Mathai THERAVANCE, INC. 901 GATEWAY BLVD. SOUTH SAN FRANCISCO CA 94080 0 1 0 0 Senior VP, Research Common Stock 58069 D Stock Option (Right to Buy) 8.525 2010-09-15 Common Stock 6451 D Stock Option (Right to Buy) 8.525 2011-02-03 Common Stock 6451 D Stock Option (Right to Buy) 8.525 2011-02-03 Common Stock 3387 D Stock Option (Right to Buy) 8.525 2012-02-23 Common Stock 3225 D Stock Option (Right to Buy) 3.10 2012-12-19 Common Stock 5161 D Stock Option (Right to Buy) 3.10 2013-01-23 Common Stock 11855 D Stock Option (Right to Buy) 3.10 2013-01-23 Common Stock 2655 D Stock Option (Right to Buy) 3.10 2014-02-24 Common Stock 4570 D Stock Option (Right to Buy) 12.40 2014-09-02 Common Stock 6451 D Stock Option (Right to Buy) 12.40 2014-09-02 Common Stock 12903 D Stock Option (Right to Buy) 16 2014-10-03 Common Stock 18750 D Stock Option (Right to Buy) 16 2014-10-03 Common Stock 29250 D Stock Option (Right to Buy) 18.37 2015-02-09 Common Stock 12000 D Stock Option (Right to Buy) 18.37 2015-02-09 Common Stock 9900 D Stock Option (Right to Buy) 29.65 2016-02-07 Common Stock 9900 D Stock Option (Right to Buy) 34.00 2017-02-13 Common Stock 13200 D Stock Option (Right to Buy) 32.78 2017-07-01 Common Stock 16500 D Immediately exercisable. 40% of the shares are immediately exercisable, 30% of the shares become exercisable on 10/4/08 and the balance becomes exercisable on 10/4/09. The option becomes exercisable for the shares in a series of 48 equal monthly installments. The option shall be fully vested and exercisable on the 4-year anniversary of the grant date provided optionee remains in continuous service through such date. Mathai Mammen 2008-01-11 EX-24.TXT 2 mammen-poa.txt MAMMEN POWER OF ATTORNEY Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Shawn Lampron, Bradford Shafer and Heather Shane , with full power of substitution, as the undersigned's true and lawful attorneys-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or 10% stockholder of Theravance, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorneys-in-fact may approve in such attorneys-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite,necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming,nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company,unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 10th day of December, 2007. /s/ Mathai Mammen -----END PRIVACY-ENHANCED MESSAGE-----