0001209191-19-001501.txt : 20190103
0001209191-19-001501.hdr.sgml : 20190103
20190103200220
ACCESSION NUMBER: 0001209191-19-001501
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181231
FILED AS OF DATE: 20190103
DATE AS OF CHANGE: 20190103
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MCCOURT Thomas A
CENTRAL INDEX KEY: 0001478448
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34620
FILM NUMBER: 19508023
MAIL ADDRESS:
STREET 1: C/O IRONWOOD PHARMACEUTICALS INC
STREET 2: 320 BENT STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02141
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IRONWOOD PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0001446847
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 043404176
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 301 BINNEY STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-621-7722
MAIL ADDRESS:
STREET 1: 301 BINNEY STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-12-31
0
0001446847
IRONWOOD PHARMACEUTICALS INC
IRWD
0001478448
MCCOURT Thomas A
C/O IRONWOOD PHARMACEUTICALS, INC.
301 BINNEY STREET
CAMBRIDGE
MA
02142
0
1
0
0
Chief Commercial Officer
Class A Common Stock
88150
D
Employee Stock Option (Right to Buy)
5.48
2018-12-31
4
J
0
130000
D
2019-09-07
Class B Common Stock
130000
0
D
Employee Stock Option (Right to Buy)
5.48
2018-12-31
4
J
0
130000
A
2019-09-07
Class A Common Stock
130000
130000
D
Employee Stock Option (Right to Buy)
5.48
2018-12-31
4
J
0
130000
D
2019-09-07
Class B Common Stock
130000
0
D
Employee Stock Option (Right to Buy)
5.48
2018-12-31
4
J
0
130000
A
2019-09-07
Class A Common Stock
130000
130000
D
On December 31, 2018, each share of the Issuer's outstanding Class B Common Stock automatically converted into one share of the Issuer's Class A Common Stock pursuant to the Issuer's certificate of incorporation. In connection with the conversion, outstanding stock options granted pursuant to the Issuer's equity incentive plans in respect of the Issuer's Class B Common Stock remain unchanged, except that they now represent the right to receive shares of Class A Common Stock rather than shares of Class B Common Stock.
The option vested as to 25% of the shares of Class B Common Stock on the first anniversary of September 8, 2009, and 1/48th of the shares of Class B Common Stock vest each month thereafter for the next 36 months. The option was fully vested as of September 8, 2013.
The option vests in four equal installments based on the issuer's achievement of certain regulatory and commercial milestones. Upon achievement of regulatory or commercial milestones, the option vested as to 40,000 shares of Class B Common Stock on each of October 24, 2011, December 21, 2012 and January 4, 2017.
/s/ Conor Kilroy, Attorney-In-Fact
2019-01-03