0001209191-17-002226.txt : 20170105 0001209191-17-002226.hdr.sgml : 20170105 20170105171321 ACCESSION NUMBER: 0001209191-17-002226 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170103 FILED AS OF DATE: 20170105 DATE AS OF CHANGE: 20170105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Vanda Pharmaceuticals Inc. CENTRAL INDEX KEY: 0001347178 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 030491827 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2200 PENNSYLVANIA AVE NW STREET 2: SUITE 300E CITY: WASHINGTON STATE: DC ZIP: 20037 BUSINESS PHONE: 202-734-3400 MAIL ADDRESS: STREET 1: 2200 PENNSYLVANIA AVE NW STREET 2: SUITE 300E CITY: WASHINGTON STATE: DC ZIP: 20037 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baroldi Paolo CENTRAL INDEX KEY: 0001368393 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34186 FILM NUMBER: 17511767 MAIL ADDRESS: STREET 1: C/O VANDA PHARMACEUTICALS INC. STREET 2: 2200 PENNSYLVANIA AVENUE SUITE 300E CITY: WASHINGTON STATE: DC ZIP: 20037 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-01-03 0 0001347178 Vanda Pharmaceuticals Inc. VNDA 0001368393 Baroldi Paolo 2200 PENNSYLVANIA AVENUE SUITE 300E WASHINGTON DC 20037 0 1 0 0 SVP & Chief Medical Officer Common Stock 2017-01-03 4 M 0 12500 A 53165 D Common Stock 2017-01-03 4 M 0 5000 A 58165 D Common Stock 2017-01-03 4 M 0 5000 A 63165 D Common Stock 2017-01-03 4 M 0 7500 A 70665 D Common Stock 2017-01-03 4 S 0 16300 15.5077 A 54365 D Restricted Stock Unit 2017-01-03 4 M 0 12500 0.00 A Common Stock 12500 0 D Restricted Stock Unit 2017-01-03 4 M 0 5000 0.00 A Common Stock 5000 5000 D Restricted Stock Unit 2017-01-03 4 M 0 5000 0.00 A Common Stock 5000 10000 D Restricted Stock Unit 2017-01-03 4 M 0 7500 0.00 A Common Stock 7500 22500 D Each Restricted Stock Unit ("RSU") represents a contingent right to receive a share of the Issuer's common stock. Represents shares of the Issuer's common stock sold to satisfy tax obligations relating to the acquisition of shares of the Issuer's common stock in connection with the settlement of the vested portion of RSUs as reflected in this Form 4. Such sale was executed pursuant to an irrevocable election made by the Reporting Person during an open trading window under a program approved by the Compensation Committee of the Issuer's Board of Directors. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.30 to $15.90, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3) to this Form 4. The RSUs shall vest in four (4) equal annual installments beginning January 1, 2014, provided Reporting Person has remained in continuous service with the Issuer on each applicable vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest. Not Applicable. The RSUs shall vest in four (4) equal annual installments beginning January 1, 2015, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest. The RSUs shall vest in four (4) equal annual installments beginning January 1, 2016, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest. The RSUs shall vest in four (4) equal annual installments beginning January 1, 2017, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest. /s/ Paolo Baroldi 2017-01-05