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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 0 | 12/16/2017 | M | 13,082 | (7) | 12/16/2020 | Common Stock | 13,082 | $ 0 | 39,249 (8) | D | ||||
Restricted Stock Units | $ 0 | 12/16/2017 | A | 55,875 | (9) | 12/17/2021 | Common Stock | 55,875 | $ 0 | 55,875 | D | ||||
Stock Option (Right to Buy) | $ 10.92 | 12/16/2017 | A | 335,250 | (10) | 12/16/2027 | Common Stock | 335,250 | $ 0 | 335,250 | D | ||||
Stock Option (Right to Buy) | $ 5.14 | 12/18/2017 | M | 200,000 | (11) | 07/31/2022 | Common Stock | 200,000 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy) | $ 4.91 | 12/18/2017 | M | 20,366 | 07/23/2017 | 03/28/2023 | Common Stock | 20,366 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy) | $ 4.91 | 12/18/2017 | M | 89,634 | (12) | 03/28/2023 | Common Stock | 89,634 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy) | $ 4.63 | 12/18/2017 | M | 87,500 | (13) | 04/01/2024 | Common Stock | 87,500 | $ 0 | 87,500 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Robbins Andrew R C/O ARRAY BIOPHARMA INC. 3200 WALNUT ST BOULDER, CO 80301 |
COO |
Jason Haddock, attorney-in-fact for Andrew R. Robbins | 12/19/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Shares issued upon settlement of Restricted Stock Units ("RSUs") granted by the Issuer on December 27, 2016 as a result of the vesting of one fourth of such RSUs. |
(10) | The option vests in four equal annual installments beginning on December 16, 2018. |
(11) | The option vested in four equal annual installments beginning on July 23, 2013. |
(12) | The option vested in four equal annual installments beginning on July 23, 2014. |
(13) | The option vested in four equal annual installments beginning on April 1, 2015. |
(2) | Includes 19,687 unvested RSUs awarded on April 1, 2015 to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Array BioPharma Inc. common stock and which were reported by the reporting person on Table I on a form 4 filed upon grant of the RSUs. |
(3) | Represents shares withheld to satisfy tax withholding obligations of the reporting person. |
(4) | Includes 19,687 unvested RSUs awarded on April 1, 2015 to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Array BioPharma Inc. common stock and which were reported by the reporting person on Table I on a form 4 filed upon grant of the RSUs. |
(5) | These trades were made pursuant to a Rule 10b5-1 trading plan. |
(6) | The price reported for these shares is the weighted average sale price. Details of actual prices for shares sold are available from the Issuer upon request. |
(7) | The RSUs vested on December 16, 2017. |
(8) | Consists of remaining unvested RSUs awarded to the reporting person for no additional cash consideration on December 16, 2016, which vest in three equal remaining installments beginning December 16, 2018, and represent a contingent right to receive one share of Array BioPharma Inc. common stock. The grant of these RSUs were previously reported on a Table II of a form 4 filed by the reporting person. |
(9) | Consists of RSUs awarded to the reporting person for no additional cash consideration each of which represent a contingent right to receive one share of Array BioPharma Inc. common stock. The RSUs vest and will be settled in stock in four equal annual installments beginning on December 16, 2018. |