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