SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bailey Gregory

(Last)

(First)

(Middle)

C/O MEDIVATION, INC.

525 MARKET ST., 36TH FLOOR

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MEDIVATION, INC. [ MDVN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/30/2012		M		101,900	A	$1.5	549,230	D
Common Stock	10/30/2012		M		60,000	A	$9.375	609,230	D
Common Stock	10/30/2012		M		30,000	A	$6.965	639,230	D
Common Stock	10/30/2012		M		24,999	A	$11.205	664,229	D
Common Stock	10/30/2012		M		17,498	A	$4.42	681,727	D
Common Stock	10/30/2012		M		9,374	A	$11	691,101	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$1.5	10/30/2012		M			101,900	⁽¹⁾	08/05/2015	Common Stock	101,900	$0.00	0	D
Stock Option (Right to Buy)	$9.375	10/30/2012		M			60,000	⁽¹⁾	06/15/2017	Common Stock	60,000	$0.00	0	D
Stock Option (Right to Buy)	$6.965	10/30/2012		M			30,000	⁽¹⁾	06/16/2018	Common Stock	30,000	$0.00	0	D
Stock Option (Right to Buy)	$11.205	10/30/2012		M			24,999	⁽²⁾	06/30/2019	Common Stock	24,999	$0.00	5,001	D
Stock Option (Right to Buy)	$4.42	10/30/2012		M			17,498	⁽²⁾	06/30/2020	Common Stock	17,498	$0.00	12,502	D
Stock Option (Right to Buy)	$11	10/30/2012		M			9,374	⁽²⁾	07/15/2021	Common Stock	9,374	$0.00	20,626	D

Explanation of Responses:

1. Fully vested.

2. The shares subject to the option shall become vested according to the following schedule: 25% of the shares subject to the option (rounded down to the next whole number of shares) shall vest one year from the date of grant, and 1/48th of the shares subject to the option (rounded down to the next whole number of shares) shall vest on the first day of each full month thereafter.

	/s/ C. Patrick Machado, Attorney-in-fact	11/01/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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