0000899243-22-035315.txt : 20221107 0000899243-22-035315.hdr.sgml : 20221107 20221107202602 ACCESSION NUMBER: 0000899243-22-035315 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221101 FILED AS OF DATE: 20221107 DATE AS OF CHANGE: 20221107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Espinoza Octavio CENTRAL INDEX KEY: 0001905248 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33093 FILM NUMBER: 221366923 MAIL ADDRESS: STREET 1: C/O LIGAND PHARMACEUTICALS INC STREET 2: 3911 SORRENTO VALLEY BOULEVARD, STE 110 CITY: SAN DIEGO STATE: CA ZIP: 92121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LIGAND PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000886163 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 770160744 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3911 SORRENTO VALLEY BLVD STREET 2: SUITE 110 CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 858-550-7500 MAIL ADDRESS: STREET 1: 3911 SORRENTO VALLEY BLVD STREET 2: SUITE 110 CITY: SAN DIEGO STATE: CA ZIP: 92121 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2022-11-01 0 0000886163 LIGAND PHARMACEUTICALS INC LGND 0001905248 Espinoza Octavio 3911 SORRENTO VALLEY BOULEVARD, SUITE 110 SAN DIEGO CA 92121 0 1 0 0 Chief Financial Officer Common Stock 10553 D Employee Stock Option (right to buy) 80.72 2026-08-01 Common Stock 1883 D Employee Stock Option (right to buy) 58.49 2027-02-24 Common Stock 1932 D Employee Stock Option (right to buy) 92.65 2028-03-02 Common Stock 3057 D Employee Stock Option (right to buy) 70.04 2029-02-01 Common Stock 2074 D Employee Stock Option (right to buy) 70.04 2029-02-01 Common Stock 546 D Employee Stock Option (right to buy) 68.74 2029-02-11 Common Stock 3348 D Employee Stock Option (right to buy) 68.74 2029-02-11 Common Stock 145 D Employee Stock Option (right to buy) 55.75 2030-02-13 Common Stock 2869 D Employee Stock Option (right to buy) 55.75 2030-02-13 Common Stock 799 D Employee Stock Option (right to buy) 57.22 2030-10-01 Common Stock 7171 D Employee Stock Option (right to buy) 57.22 2030-10-01 Common Stock 691 D Employee Stock Option (right to buy) 103.42 2031-02-03 Common Stock 4186 D Employee Stock Option (right to buy) 103.42 2031-02-03 Common Stock 181 D Employee Stock Option (right to buy) 52.84 2032-05-05 Common Stock 21201 D Employee Stock Option (right to buy) 52.84 2032-05-05 Common Stock 2166 D Includes 7,121 restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock and does not expire. The stock option is fully vested and exercisable. The stock option vests and is exercisable as to approximately 16% of the underlying shares on August 1, 2019, approximately 74% of the underlying shares in 28 substantially equal monthly installments beginning on September 1, 2019, and approximately 10% of the underlying shares in 12 substantially equal monthly installments thereafter. The stock option vests in 14 substantially equal monthly installments beginning on January 1, 2022. The stock option vests and is exercisable as to approximately 13% of the underlying shares on August 11, 2019, and the remaining of the underlying shares in 40 substantially equal monthly installments thereafter. The stock option vests as to 50% of the underlying shares on January 11, 2023 and as to the remaining on February 11, 2023. The original grant of 4,039 stock options vests and is exercisable as to approximately 15% of the underlying shares on August 13, 2020, approximately 70% of the underlying shares in 28 substantially equal monthly installments beginning on September 13, 2020, and approximately 15% of the underlying shares in 12 substantially equal monthly installments thereafter. The stock option vests as to approximately 74.5% of the underlying shares in 12 substantially equal monthly installments beginning on January 13, 2023, and approximately 25.5% of the underlying shares in two substantially equal monthly installments thereafter. The stock option vests and is exercisable as to approximately 14% of the underlying shares on April 1, 2021, approximately 73% of the underlying shares in 32 substantially equal monthly installments on May 5, 2021, and approximately 13% of the underlying shares in 10 substantially equal monthly installments thereafter. The stock option vests in 10 substantially similar monthly installments beginning on January 1, 2024. The stock option is vested and exercisable as to approximately 13% of the underlying shares August 3, 2021, and the remaining of the underlying shares in 40 substantially equal monthly installments thereafter. The stock option vests as to 50% of the underlying shares on January 3, 2025 and as to the remaining on February 3, 2025. The stock option vests and is exercisable as to approximately 14% of the underlying shares on August 5, 2022, approximately 64% of the underlying shares in 28 substantially equal monthly installments beginning on September 5, 2022, and approximately 22% of the underlying shares in 12 substantially equal monthly installments thereafter. The stock option vests as to approximately 55% of the underlying shares in 12 substantially equal monthly installments beginning on January 5, 2025, and approximately 45% of the underlying shares in two substantially equal monthly installments thereafter. Exhibit 24 - Power of Attorney. /s/ Andrew Reardon, Attorney-in-Fact 2022-11-07 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                   EXHIBIT 24

                                POWER OF ATTORNEY

        With respect to holdings of and transactions in securities issued by
Ligand Pharmaceuticals Incorporated (the "Company"), the undersigned hereby
constitutes and appoints the individuals, and their respective successors,
holding the positions named on Schedule A attached hereto and as may be amended
from time to time, or any of them signing singly, with full power of
substitution and resubstitution, to act as the undersigned's true and lawful
attorney-in-fact to:

        1.  execute for and on behalf of the undersigned, Schedules 13D and 13G
            in accordance with Section 13 of the Securities Exchange Act of
            1934, as amended (the "Exchange Act"), and the rules thereunder,
            and Forms 3, 4, and 5 in accordance with Section 16 of the Exchange
            Act 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 Schedule 13D or 13G or Form 3, 4, or 5, complete
            and execute any amendment or amendments thereto, and timely file
            such schedule or form with the SEC 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 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 and resubstitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorneys-in-fact 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 13 and Section 16 of the Exchange Act.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Schedule 13D and 13G and 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 29th day of October, 2022.

                                      /s/ Octavio Espinoza
                                      -------------------------------
                                      Octavio Espinoza


                                Schedule A

                Individuals Appointed as Attorney-in-Fact with Full Power of
Substitution and Resubstitution

        Chief Financial Officer - Octavio Espinoza
        Chief Operating Officer - Matthew Korenberg
        Chief Legal Officer - Andrew Reardon