0001209191-18-008211.txt : 20180207 0001209191-18-008211.hdr.sgml : 20180207 20180207180604 ACCESSION NUMBER: 0001209191-18-008211 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180205 FILED AS OF DATE: 20180207 DATE AS OF CHANGE: 20180207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GORMAN KEVIN CHARLES CENTRAL INDEX KEY: 0001201096 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22705 FILM NUMBER: 18582209 MAIL ADDRESS: STREET 1: 12790 EL CAMINO REAL CITY: SAN DIEGO STATE: CA ZIP: 92130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEUROCRINE BIOSCIENCES INC CENTRAL INDEX KEY: 0000914475 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 330525145 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12780 EL CAMINO REAL CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: (858) 617-7600 MAIL ADDRESS: STREET 1: 12780 EL CAMINO REAL CITY: SAN DIEGO STATE: CA ZIP: 92130 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-02-05 0 0000914475 NEUROCRINE BIOSCIENCES INC NBIX 0001201096 GORMAN KEVIN CHARLES 12780 EL CAMINO REAL SAN DIEGO CA 92130 1 1 0 0 Chief Executive Officer Common Stock 2018-02-05 4 S 0 3125 83.0787 D 339482 D Common Stock 2018-02-05 4 S 0 2858 83.465 D 342874 D Common Stock 2018-02-06 4 M 0 100000 5.76 A 442874 D Common Stock 2018-02-06 4 S 0 100000 80.0662 D 342874 D Common Stock 2018-02-06 4 F 0 4091 82.48 D 347033 D Non-Qualified Stock Option 5.76 2018-02-06 4 M 0 100000 5.76 D 2021-08-25 Common Stock 100000 126832 D Stock Option 81.49 2018-02-05 4 A 0 104200 0.00 A 2028-02-05 Common Stock 104200 104200 D Restricted Stock Unit 2018-02-05 4 A 0 18400 0.00 A Common Stock 18400 18400 D Restricted Stock Unit 2018-02-05 4 A 0 18400 0.00 A 2021-03-15 Common Stock 18400 18400 D Sale of 3,125 shares of common stock issued upon vesting of 6,250 restricted stock units on February 5, 2018 to cover payroll and withholding taxes, with the balance of the shares (3,125) maintained by the Reporting Person; the disposition reported in this Form 4 was effected by a broker pursuant to instructions set forth in a Rule 10b5-1 trading plan adopted by the Reporting Person at least 90 days prior to the transaction date in Box 2 above. Additionally, Issuer policy restricts the Reporting Person from amending, canceling, suspending or otherwise modifying any 10b5-1 trading plan subsequent to adoption of the plan. Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $81.20 to $84.59. The Reporting Person has provided to the issuer, and will provide to any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. Sale of 2,858 shares of common stock issued upon vesting of 5,750 restricted stock units on February 5, 2018 to cover payroll and withholding taxes, with the balance of the shares (2,892) maintained by the Reporting Person; the disposition reported in this Form 4 was effected by a broker pursuant to instructions set forth in a Rule 10b5-1 trading plan adopted by the Reporting Person at least 90 days prior to the transaction date in Box 2 above. Additionally, Issuer policy restricts the Reporting Person from amending, canceling, suspending or otherwise modifying any 10b5-1 trading plan subsequent to adoption of the plan. Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $81.43 to $84.59. The Reporting Person has provided to the issuer, and will provide to any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. The disposition reported in this Form 4 was effected by a broker pursuant to instructions set forth in a Rule 10b5-1 trading plan adopted by the Reporting Person at least 90 days prior to the transaction date in Box 2 above. Additionally, Issuer policy restricts the Reporting Person from amending, canceling, suspending or otherwise modifying any 10b5-1 trading plan subsequent to adoption of the plan. Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.44. The Reporting Person has provided to the issuer, and will provide to any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. Payment of tax liability by withholding 4,091 shares of Common Stock incident to the vesting of a security issued in accordance with Rule 16b-3, with the balance of the shares (4,159) maintained by the Reporting Person. Represents option of which 1/4th of the shares underlying the option becomes vested and exercisable on August 25, 2011 and an additional 1/48th of the shares underlying the option becomes vested and exercisable each month thereafter. Represents option of which 1/48th of the shares underlying the option becomes vested and exercisable March 5, 2018 and an additional 1/48th of the shares underlying the option becomes vested and excercisable each month thereafter. Each Restricted Stock Unit represents a contingent right to receive one share of the Neurocrine Common Stock. The Restricted Stock Units will vest annually at 1/4 of the units vesting on each of February 5, 2019, February 5, 2020, February 5, 2021, and February 5, 2022. A portion of this grant will vest upon FDA approval of opicapone within a specified time period, and portions of this grant will vest upon achievement of specified revenue milestones within a specified time period. /s/ Darin Lippoldt, Attorney-in-Fact 2018-02-07