0000939767-20-000141.txt : 20201026 0000939767-20-000141.hdr.sgml : 20201026 20201026201240 ACCESSION NUMBER: 0000939767-20-000141 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201022 FILED AS OF DATE: 20201026 DATE AS OF CHANGE: 20201026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORRISSEY MICHAEL CENTRAL INDEX KEY: 0001202096 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30235 FILM NUMBER: 201261789 MAIL ADDRESS: STREET 1: C/O EXELIXIS INC STREET 2: 170 HARBOR WAY CITY: SAN FRANCISCO STATE: CA ZIP: 94083 FORMER NAME: FORMER CONFORMED NAME: MORRISSEY MICHAEL M DATE OF NAME CHANGE: 20030512 FORMER NAME: FORMER CONFORMED NAME: MORRISSEY MICHAEL R DATE OF NAME CHANGE: 20021029 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: 0101 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_160375754622244.xml FORM 4 X0306 4 2020-10-22 0 0000939767 EXELIXIS, INC. EXEL 0001202096 MORRISSEY MICHAEL C/O EXELIXIS, INC. 1851 HARBOR BAY PARKWAY ALAMEDA CA 94502 1 1 0 0 President and CEO Common Stock 2020-09-16 5 G 0 E 42500 0 D 989135 I By Trust Common Stock 2020-09-17 5 G 0 E 25000 0 D 964135 I By Trust Common Stock 2020-09-18 5 G 0 E 32500 0 D 931635 I By Trust Common Stock 2020-10-22 4 A 0 672861 0 A 775966 D Common Stock 2020-10-22 4 F 0 177132 21.79 D 598834 D Common Stock 17728 I By 401(k) Represents shares of Exelixis, Inc. common stock that the Reporting Person donated as a gift to a donor advised fund. Shares held by Michael M. Morrissey and Meghan D. Morrissey, Trustees of the Morrissey Family Living Trust dated July 21, 1994, as amended. Represents shares of Exelixis, Inc. common stock issued to the Reporting Person upon vesting of restricted stock units. Each restricted stock unit is the economic equivalent of one share of Exelixis, Inc. common stock. On September 20, 2019, the Reporting Person was granted a performance-based restricted stock unit award ("PSU") under the Exelixis, Inc. 2017 Equity Incentive Plan covering 448,574 shares of common stock (such shares, the "Target Shares"). The PSU generally vests as follows: (i) 50% of the Target Shares vest upon the Committee's certification of achievement certain performance criteria as certified by the Compensation Committee (the "Committee"); and (ii) 50% of the Target Shares vest on the first quarterly PSU vesting date (i.e. February 15th, May 15th, August 15th and November 15th) following the one-year anniversary of the Committee's certification. In addition, the PSU provides for vesting of up to a maximum of 200% of the Target Shares depending on the timing and level of achievement of the performance criteria provided for under the PSU. On October 22, 2020, the Committee determined that certain performance criteria had been achieved, resulting in the Reporting Person's eligibility to vest up to 150% of the Target Shares subject to the PSU. Accordingly, the Committee's certification resulted in the immediate vesting of 75% of the Target Shares, and 75% of the Target Shares will vest on November 15, 2021, subject to the Reporting Person's continuous service through that date. The Reporting Person remains eligible for additional vesting depending the level and timing of achievement of the performance criteria through December 31, 2021. Includes 434,035 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units. Shares withheld by Exelixis, Inc. to satisfy taxes payable in connection with the vesting of certain restricted stock units earned on October 22, 2020. Represents shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of October 21, 2020. /s/ Jennifer Drimmer Rokovich, Attorney in Fact 2020-10-26