0001209191-20-037089.txt : 20200616 0001209191-20-037089.hdr.sgml : 20200616 20200616192331 ACCESSION NUMBER: 0001209191-20-037089 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200609 FILED AS OF DATE: 20200616 DATE AS OF CHANGE: 20200616 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cabell Christopher CENTRAL INDEX KEY: 0001814928 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-31161 FILM NUMBER: 20967725 MAIL ADDRESS: STREET 1: C/O ARENA PHARMACEUTICALS, INC. STREET 2: 6154 NANCY RIDGE DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARENA PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001080709 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 232908305 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6154 NANCY RIDGE DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 858-453-7200 MAIL ADDRESS: STREET 1: 6154 NANCY RIDGE DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-06-09 0 0001080709 ARENA PHARMACEUTICALS INC ARNA 0001814928 Cabell Christopher C/O ARENA PHARMACEUTICALS, INC. 6154 NANCY RIDGE DRIVE SAN DIEGO CA 92121 0 1 0 0 EVP, Head of R&D, and CMO Employee Stock Option (right to buy) 26.28 2024-11-15 Common Stock 60000 D Employee Stock Option (right to buy) 35.60 2025-01-19 Common Stock 55000 D Employee Stock Option (right to buy) 40.94 2026-01-04 Common Stock 40000 D Performance Restricted Stock Unit 0.00 2022-01-03 Common Stock 7500 D Employee Stock Option (right to buy) 46.03 2027-03-06 Common Stock 50000 D The options vest over four years, with 25% of the shares subject to the option vesting on November 15, 2018, and the remainder of the shares vesting monthly over the following three years in equal installments (except as otherwise necessary to avoid vesting of a fractional share), and are exercisable once vested. The options vest over four years, with 25% of the shares subject to the option vesting on January 19, 2019, and the remainder of the shares vesting monthly over the following three years in equal installments (except as otherwise necessary to avoid vesting of a fractional share), and are exercisable once vested. The options vest over four years, with 25% of the shares subject to the option vesting on January 4, 2020, and the remainder of the shares vesting monthly over the following three years in equal installments (except as otherwise necessary to avoid vesting of a fractional share), and are exercisable once vested. On January 4, 2019, the Reporting Person was granted 5,000 target Performance Restricted Stock Units ("PRSUs"). The PRSUs represented a contingent right to receive a number of shares of Arena's common stock equal to 50%, 100%, or 200% of the target PRSU amount. Such common shares vest, if at all, upon the closing price of Arena's common stock (the "Closing Price") reaching certain thresholds during the three-year performance period from January 4, 2019, through January 3, 2022 (the "Performance Period") and satisfaction of a subsequent continuing service requirement. On October 14, 2019, 2,500 of the shares subject to the PRSUs vested (50% of the target amount). Up to an additional 7,500 shares remain issuable pursuant to the PRSUs (200% of the target amount, less the 50% already vested) if all currently outstanding Closing Price targets are met during the Performance Period and subsequent continuing service requirements are met. The options vest over four years, with 25% of the shares subject to the option vesting on March 6, 2021, and the remainder of the shares vesting monthly over the following three years in equal installments (except as otherwise necessary to avoid vesting of a fractional share), and are exercisable once vested. /s/ Andrew J. Cronauer, as Attorney-in-Fact 2020-06-16 EX-24.3_922752 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS The undersigned hereby constitutes and appoints each of Joan Schmidt or her successor, Andrew J. Cronauer or his successor, Laurie Stelzer or her successor, Veronica Vallejo or her successor, and each of them acting singly, as the true and lawful attorney-in-fact of the undersigned to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an employee, officer and/or director (or pending employee, officer and/or director) of Arena Pharmaceuticals, Inc. (the "Company"), Form IDs and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) 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 ID, 3, 4, or 5, complete and execute any amendment or amendments thereto, and file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney 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 attorney in fact on behalf of the undersigned pursuant to this power of attorney (this "Power of Attorney") shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney 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 Company, attention the foregoing attorneys in fact. This Power of Attorney supersedes any previous power of attorney granted by the undersigned, in the undersigned's capacity as an employee, officer and/or director of the Company, and relating to Form ID, 3, 4, or 5. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9 day of June 2020. /s/ Chris Cabell Signature Chris Cabell Print Name