0001123292-17-001646.txt : 20171031 0001123292-17-001646.hdr.sgml : 20171031 20171031174304 ACCESSION NUMBER: 0001123292-17-001646 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171027 FILED AS OF DATE: 20171031 DATE AS OF CHANGE: 20171031 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Norton David Y CENTRAL INDEX KEY: 0001529193 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33389 FILM NUMBER: 171166800 MAIL ADDRESS: STREET 1: 8 GREENHOLM STREET, APT C CITY: PRINCETON STATE: NJ ZIP: 08540 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VIVUS INC CENTRAL INDEX KEY: 0000881524 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943136179 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 900 E. HAMILTON AVENUE STREET 2: SUITE 550 CITY: CAMPBELL STATE: CA ZIP: 95008 BUSINESS PHONE: 6509345200 MAIL ADDRESS: STREET 1: 900 E. HAMILTON AVENUE STREET 2: SUITE 550 CITY: CAMPBELL STATE: CA ZIP: 95008 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2017-10-27 0000881524 VIVUS INC VVUS 0001529193 Norton David Y C/O VIVUS, INC. 900 E. HAMILTON AVE., SUITE 550 CAMPBELL CA 95008 1 0 0 0 Common Stock 2017-10-27 4 M 0 12500 A 70245 D Common Stock 2017-10-27 4 D 0 3125 .70 D 67120 D Non-Qualified Stock Option (right to buy) .70 2017-10-27 4 A 0 150000 0 A 2024-10-27 Common Stock 150000 150000 D Restricted Stock Units 2017-10-27 4 M 0 12500 0 D Common Stock 12500 0 D One twelfth (1/12th) of the total number of shares subject to the option shall vest and become exercisable on the 27th of each month following October 27, 2017, subject to such individual continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) on the relevant vesting dates. Restricted stock units converted into VIVUS, Inc. common stock on a 1-for-1 basis. The reporting person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than by way of forfeiture to VIVUS, Inc. in order to cover estimated tax liability. The restricted stock units (RSUs) vest according to the following schedule: Commencing on November 8, 2016, 1/4th of the total RSUs originally granted shall vest on each of February 8, 2017, May 8, 2017, August 8, 2017 and November 8, 2017; provided, however, that (a) if the next annual stockholder meeting occurs prior to November 8, 2017 and the individual has remained a Service Provider (as defined in the VIVUS, Inc. 2010 Equity Incentive Plan), the vesting of the RSUs shall accelerate in full as of the date of the next annual stockholder meeting and (b) if the individual ceases to be a Service Provider (other than removal for cause) prior to any of the foregoing vesting dates, then 1/12th of the shares underlying the RSUs shall accelerate for each month elapsed from the most recent vesting date until the month in which the individual (i) ceases to be a Service Provider and (ii) has remained a Service Provider through at least the 8th day of such month. /s/ Julie Hollenback, by power of attorney 2017-10-31