0001181431-12-041391.txt : 20120719 0001181431-12-041391.hdr.sgml : 20120719 20120719200703 ACCESSION NUMBER: 0001181431-12-041391 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120717 FILED AS OF DATE: 20120719 DATE AS OF CHANGE: 20120719 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NARACHI MICHAEL CENTRAL INDEX KEY: 0001380022 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33415 FILM NUMBER: 12970791 MAIL ADDRESS: STREET 1: C/O ADVANCED MAGNETICS, INC. STREET 2: 125 CAMBRIDGEPARK DRIVE, 6TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02140 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Orexigen Therapeutics, Inc. CENTRAL INDEX KEY: 0001382911 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 651178822 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3344 N. TORREY PINES CT. STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: (858) 875-8600 MAIL ADDRESS: STREET 1: 3344 N. TORREY PINES CT. STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 4 1 rrd351245.xml FORM 4 - NARACHI X0306 4 2012-07-17 0 0001382911 Orexigen Therapeutics, Inc. OREX 0001380022 NARACHI MICHAEL C/O OREXIGEN THERAPEUTICS, INC. 3344 N. TORREY PINES COURT, SUITE 200 LA JOLLA CA 92037 1 1 0 0 President and CEO Common Stock 2012-07-17 4 M 0 124238 1.66 A 124238 D Common Stock 2012-07-17 4 S 0 124238 7.66 D 0 D Common Stock 2012-07-17 4 M 0 25762 1.70 A 25762 D Common Stock 2012-07-17 4 S 0 25762 7.66 D 0 D Stock Option (right to buy) 1.66 2012-07-17 4 M 0 124238 D 2021-07-24 Common Stock 124238 1761562 D Stock Option (right to buy) 1.70 2012-07-17 4 M 0 25762 D 2021-06-09 Common Stock 25762 1774238 D The exercises reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 23, 2012. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 23, 2012. 1/48th of the total number of shares of stock subject to the option (rounded down to the next whole number of shares) (which option is referred to in this Form 4 as the "Replacement Grant") shall vest on the same day of each one-month period of the reporting person's service as an employee, director or consultant following July 25, 2011, so that all of the shares of the stock subject to the option shall be vested on July 25, 2015, subject to the reporting person's continued service relationship (whether as an employee, director or consultant) with the Company or any parent or subsidiary on each such date. Not applicable. 1/48th of the shares of stock subject to the option (rounded down to the next whole number of shares) shall vest and become exercisable on the same day of each month after June 10, 2011, so that all of the shares of the stock subject to the option shall be vested in full on June 10, 2015, subject to the reporting person's continued service relationship (whether as an employee, director or consultant) with the Company or any parent or subsidiary on each such date. /s/ Heather D. Turner, Attorney-in-fact 2012-07-19