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^*

KANAYA SUSAN M

(Last)

(First)

(Middle)

C/O CHEMOCENTRYX, INC.

850 MAUDE AVENUE

(Street)

MOUNTAIN VIEW

94043

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ChemoCentryx, Inc. [ CCXI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, CFO and Sec.

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2020

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	01/01/2020		M⁽¹⁾		13,334	A	$0.00	92,353	I	Kanaya Family Trust U/A Dtd 10/17/2012
Common Stock	01/01/2020		M⁽²⁾		10,000	A	$0.00	102,353	I	Kanaya Family Trust U/A Dtd 10/17/2012
Common Stock	01/01/2020		M⁽³⁾		10,000	A	$0.00	112,353	I	Kanaya Family Trust U/A Dtd 10/17/2012
Common Stock	01/01/2020		F		18,173⁽⁴⁾	D	$39.55	94,180	I	Kanaya Family Trust U/A Dtd 10/17/2012
Common Stock								91,317	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)
Restricted Stock Units	⁽⁵⁾	01/01/2020		M			13,334	⁽⁶⁾	⁽⁶⁾	Common Stock	13,334	⁽⁵⁾	0	D
Restricted Stock Units	⁽⁵⁾	01/01/2020		M			10,000	⁽⁷⁾	⁽⁷⁾	Common Stock	10,000	⁽⁵⁾	10,000	D
Restricted Stock Units	⁽⁵⁾	01/01/2020		M			10,000	⁽⁸⁾	⁽⁸⁾	Common Stock	10,000	⁽⁵⁾	20,000	D

Explanation of Responses:

1. Shares were acquired upon vesting of restricted stock units awarded on February 28, 2017.

2. Shares were acquired upon vesting of restricted stock units awarded on March 5, 2018.

3. Shares were acquired upon vesting of restricted stock units awarded on March 4, 2019.

4. Represents shares withheld upon vesting of restricted stock units to satisfy tax withholding obligation.

5. Each restricted stock unit represents a contingent right to receive one share of CCXI common stock.

6. The restricted stock units awarded on February 28, 2017, vest in three equal installments on January 1, 2018, January 1, 2019, and January 1, 2020, subject to the Reporting Person's continued service to the Company on such date. Shares will be delivered to the Reporting Person within thirty (30) days following vest date.

7. The restricted stock units awarded on March 5, 2018, vest in three equal installments on January 1, 2019, January 1, 2020, and January 1, 2021, subject to the Reporting Person's continued service to the Company on such date. Shares will be delivered to the Reporting Person within thirty (30) days following vest date.

8. The restricted stock units awarded on March 4, 2019, vest in three equal installments on January 1, 2020, January 1, 2021, and January 1, 2022, subject to the Reporting Person's continued service to the Company on such date. Shares will be delivered to the Reporting Person within thirty (30) days following vest date.

Remarks:

	/s/ Susan M. Kanaya	01/03/2020
	** 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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