0001179110-18-003697.txt : 20180306 0001179110-18-003697.hdr.sgml : 20180306 20180306192527 ACCESSION NUMBER: 0001179110-18-003697 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180223 FILED AS OF DATE: 20180306 DATE AS OF CHANGE: 20180306 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vittiglio Joseph CENTRAL INDEX KEY: 0001551776 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10865 FILM NUMBER: 18671512 MAIL ADDRESS: STREET 1: AMAG PHARMACEUTICALS, INC. STREET 2: 1100 WINTER ST. CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMAG PHARMACEUTICALS INC. CENTRAL INDEX KEY: 0000792977 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 042742593 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1100 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 6174983300 MAIL ADDRESS: STREET 1: 1100 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: ADVANCED MAGNETICS INC DATE OF NAME CHANGE: 19920703 4 1 edgar.xml FORM 4 - X0306 4 2018-02-23 0 0000792977 AMAG PHARMACEUTICALS INC. AMAG 0001551776 Vittiglio Joseph C/O AMAG PHARMACEUTICALS, INC. 1100 WINTER STREET WALTHAM MA 02451 0 1 0 0 EVP, General Counsel Common Stock 2018-02-23 4 F 0 869 19.65 D 32635 D Common Stock 2018-03-02 4 A 0 12000 A 44635 D Common Stock 2018-03-02 4 A 0 10000 A 54635 D Common Stock 2018-03-02 4 F 0 1011 21.00 D 53624 D Common Stock 2018-03-06 4 S 0 770 20.80 D 52854 D Stock Option (Right to Buy) 21.00 2018-03-02 4 A 0 20000 A 2028-03-02 Common Stock 20000 20000 D Represents shares withheld to satisfy the reporting person's tax obligations in connection with the vesting of 2,499 restricted stock units ("RSUs") on February 23, 2018. Each RSU represents a contingent right to receive one share of Common Stock of AMAG Pharmaceuticals, Inc. (the "Issuer"). These shares of Common Stock are issuable pursuant to a grant of RSUs pursuant to the Issuer's Fourth Amended and Restated 2007 Equity Incentive Plan (as amended the "Plan") and will vest in three equal annual installments with the first installment vesting on March 2, 2019. Not applicable. These shares of Common Stock are issuable pursuant to a performance-based RSU grant under a long-term incentive program under the Plan and will be earned, if at all, based on achievement of certain relative total stockholder return targets over the three year performance period ending March 1, 2021 subject to continuation of a business relationship with the grantee through the conclusion of the performance period. The number above represents the target number of shares that may be delivered pursuant to the award ("Target Award"); however, the amount that vests could range from zero to 150% of the Target Award. Represents shares withheld to satisfy the reporting person's tax obligations in connection with the vesting of 3,000 RSUs on March 1, 2018. Due to the black-out policies implemented by the Issuer, the shares of the Issuer's Common Stock underlying such vested RSUs were not delivered to the reporting person until March 2, 2018, at which time an aggregate of 1,011 shares were withheld to satisfy the reporting person's applicable tax obligations. The reported transaction on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2017. Grant of stock option pursuant to the Plan. This option will vest and become exercisable over four years after the grant date as follows: (i) 25% on the first anniversary of the grant date and (ii) the balance vesting in equal quarterly installments over the next three years thereafter. /s/ Nancy R. Smith, attorney-in-fact 2018-03-06