0000939767-19-000141.txt : 20190619 0000939767-19-000141.hdr.sgml : 20190619 20190619213012 ACCESSION NUMBER: 0000939767-19-000141 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190617 FILED AS OF DATE: 20190619 DATE AS OF CHANGE: 20190619 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lamb Peter CENTRAL INDEX KEY: 0001387306 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30235 FILM NUMBER: 19907349 MAIL ADDRESS: STREET 1: PO BOX 511, 170 HARBOR WAY CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94083-0511 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EXELIXIS, INC. CENTRAL INDEX KEY: 0000939767 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 043257395 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 BUSINESS ADDRESS: STREET 1: 1851 HARBOR BAY PARKWAY CITY: ALAMEDA STATE: CA ZIP: 94502 BUSINESS PHONE: 6508377000 MAIL ADDRESS: STREET 1: 1851 HARBOR BAY PARKWAY CITY: ALAMEDA STATE: CA ZIP: 94502 FORMER COMPANY: FORMER CONFORMED NAME: EXELIXIS INC DATE OF NAME CHANGE: 20000207 FORMER COMPANY: FORMER CONFORMED NAME: EXELIXIS PHARMACEUTICALS INC DATE OF NAME CHANGE: 20000106 4 1 wf-form4_156099419666093.xml FORM 4 X0306 4 2019-06-17 0 0000939767 EXELIXIS, INC. EXEL 0001387306 Lamb Peter C/O EXELIXIS, INC. 1851 HARBOR BAY PARKWAY ALAMEDA CA 94502 0 1 0 0 EVP, Scientific Strategy & CSO Common Stock 2019-06-17 4 M 0 95404 5.56 A 212601 D Common Stock 2019-06-17 4 M 0 4596 1.70 A 217197 D Common Stock 2019-06-17 4 S 0 100000 20.49 D 117197 D Common Stock 2019-06-18 4 M 0 75404 1.70 A 192601 D Common Stock 2019-06-18 4 M 0 24596 5.51 A 217197 D Common Stock 2019-06-18 4 S 0 100000 20.67 D 117197 D Common Stock 2019-06-19 4 M 0 17404 5.51 A 134601 D Common Stock 2019-06-17 4 S 0 17404 20.76 D 117197 D Common Stock 17105 I By 401(k) Option (right to buy) 5.56 2019-06-17 4 M 0 95404 0 A 2013-09-21 2019-09-20 Common Stock 95404.0 0 D Option (right to buy) 1.7 2019-06-17 4 M 0 4596 0 A 2015-07-20 2021-09-18 Common Stock 4596.0 395404 D Option (right to buy) 1.7 2019-06-18 4 M 0 75404 0 A 2015-07-20 2021-09-18 Common Stock 75404.0 320000 D Option (right to buy) 5.51 2019-06-18 4 M 0 24596 0 A 2015-07-20 2020-09-17 Common Stock 24596.0 17404 D Option (right to buy) 5.51 2019-06-19 4 M 0 17404 0 A 2015-07-20 2020-09-17 Common Stock 17404.0 0 D Includes 49,374 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 13, 2019. Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $20.29 to $20.69. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 3 to this Form 4. Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $20.42 to $20.87. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 4 to this Form 4. Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $20.59 to $20.91. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 5 to this Form 4. Represents shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of June 17, 2019. The option, representing the right to purchase a total of 123,000 shares of Exelixis, Inc. common stock, became fully exercisable on September 21, 2016. The option, representing the right to purchase a total of 400,000 shares of Exelixis, Inc. common stock, became fully exercisable on April 28, 2016. On September 18, 2013, the Reporting Person was granted a performance-based stock option to purchase 84,000 shares of common stock under the Exelixis, Inc. 2011 Equity Incentive Plan. Vesting of the option is tied to performance goals set by the Compensation Committee ("Committee") as follows: (i) 50% of the option will vest if the Committee determines that top-line efficacy data received from the METEOR Phase 3 clinical trial of cabozantinib in metastatic renal cell carcinoma met its primary endpoint at a specified level, which the Committee determined had been achieved on July 20, 2015, resulting in the vesting of 50% of the option; and (ii) 50% of the option will vest if the Committee confirms the approval of cabozantinib by the U.S. Food and Drug Administration or European Medicines Agency for the treatment of metastatic castration-resistant prostate cancer, which the Committee determined could not be achieved on December 10, 2014, resulting in the forfeiture of 50% of the option. /s/ Jennifer Drimmer Rokovich, Attorney in Fact 2019-06-19