0000315066-12-003951.txt : 20121009
0000315066-12-003951.hdr.sgml : 20121008
20121009162552
ACCESSION NUMBER: 0000315066-12-003951
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20121004
FILED AS OF DATE: 20121009
DATE AS OF CHANGE: 20121009
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IRONWOOD PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0001446847
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 043404176
BUSINESS ADDRESS:
STREET 1: 301 BINNEY STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-621-7722
MAIL ADDRESS:
STREET 1: 301 BINNEY STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FMR LLC
CENTRAL INDEX KEY: 0000315066
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34620
FILM NUMBER: 121135412
BUSINESS ADDRESS:
STREET 1: 82 DEVONSHIRE ST
CITY: BOSTON
STATE: MA
ZIP: 02109
BUSINESS PHONE: 6175706339
MAIL ADDRESS:
STREET 1: 82 DEVONSHIRE STREET
CITY: BOSTON
STATE: MA
ZIP: 02109
FORMER NAME:
FORMER CONFORMED NAME: FMR CORP
DATE OF NAME CHANGE: 19920717
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FIL Ltd
CENTRAL INDEX KEY: 0000318989
FISCAL YEAR END: 0630
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34620
FILM NUMBER: 121135411
BUSINESS ADDRESS:
STREET 1: P.O. BOX H.M. 670
CITY: HAMILTON
STATE: D0
ZIP: 00000
BUSINESS PHONE: 6175637100
MAIL ADDRESS:
STREET 1: P.O. BOX H.M. 670
CITY: HAMILTON
STATE: D0
ZIP: 00000
FORMER NAME:
FORMER CONFORMED NAME: FIL LTD
DATE OF NAME CHANGE: 20080213
FORMER NAME:
FORMER CONFORMED NAME: FIDELITY INTERNATIONAL LTD
DATE OF NAME CHANGE: 19920929
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2012-10-04
0
0001446847
IRONWOOD PHARMACEUTICALS INC
IRWD
0000315066
FMR LLC
82 DEVONSHIRE STREET
BOSTON
MA
02109
0
0
1
1
Edward C. Johnson 3d
0000318989
FIL Ltd
P.O. BOX H.M. 670
HAMILTON
D0
00000
BERMUDA
0
0
1
1
Edward C. Johnson 3d
Class A Common Stock
2012-10-04
4
S
0
700
13
D
1467384
I
See footnote
Class A Common Stock
2012-10-05
4
S
0
12727
13.0232
D
1454657
I
See footnote
Class A Common Stock
2012-10-08
4
S
0
5878
13.0031
D
1448779
I
See footnote
Column 5 Amount of Securities Beneficially Owned Following Reported Transaction is held by Impresa Fund II LLC (138,077 Class A Common Stock), Impresa Fund III Limited Partnership (74,798 Class A Common Stock), Fidelity Biosciences Corp. (10,971 Class A Common Stock) and FIL Limited (1,224,933 Class A Common Stock). Column 5 does not include shares beneficially owned by Fidelity Management & Research Company as a result of acting as investment adviser to various investment companies as disclosed in Remark 1 below.
The price reported for this transaction is the weighted average price of multiple trades at prices ranging from $13.0000 to $13.0243. FMR LLC hereby undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
The price reported for this transaction is the weighted average price of multiple trades at prices ranging from $13.0020 to $13.0085. FMR LLC hereby undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
Remark 1: Fidelity Management & Research Company, a wholly owned subsidiary of FMR LLC and an investment adviser registered under the Investment Advisers Act of 1940, is the beneficial owner of Class A Common Stock of Ironwood Pharmaceuticals Inc. as a result of acting as investment adviser to various investment companies registered under the Investment Company Act of 1940. FMR LLC, Edward C. Johnson 3d and FIL Limited have no pecuniary interest in the Class A Common Stock beneficially owned by Fidelity Management & Research Company. Remark 2: FIL Limited directly holds 1,224,933 shares of Class A Common Stock of Ironwood Pharmaceuticals Inc. FMR LLC and FIL are of the view that they are not acting as a "group" for purposes of Section 13(d) under the Securities Exchange Act of 1934 (the "1934 Act") and that they are not otherwise required to attribute to each other the "beneficial ownership" of securities "beneficially owned" by the other corporation within the meaning of Rule 16a-1 promulgated under the 1934 Act. Therefore, they are of the view that the shares held by the other corporation need not be aggregated for purposes of Section 16(a). However, FMR LLC is making this filing on a voluntary basis as if all of the shares are beneficially owned by FMR LLC and FIL on a joint basis.
Scott C. Goebel, Duly authorized under Powers of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries, by and on behalf of Edward C. Johnson 3d, and by and on behalf of FIL Limited
2012-10-09