0001209191-17-041630.txt : 20170623 0001209191-17-041630.hdr.sgml : 20170623 20170623160351 ACCESSION NUMBER: 0001209191-17-041630 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170614 FILED AS OF DATE: 20170623 DATE AS OF CHANGE: 20170623 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CELGENE CORP /DE/ CENTRAL INDEX KEY: 0000816284 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 222711928 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 86 MORRIS AVENUE CITY: SUMMIT STATE: NJ ZIP: 07901 BUSINESS PHONE: (908)673-9000 MAIL ADDRESS: STREET 1: 86 MORRIS AVENUE CITY: SUMMIT STATE: NJ ZIP: 07901 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Curran Terrie CENTRAL INDEX KEY: 0001690298 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34912 FILM NUMBER: 17927600 MAIL ADDRESS: STREET 1: C/O MYOVANT SCIENCES INC. STREET 2: 320 WEST 37TH STREET, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-06-14 0 0000816284 CELGENE CORP /DE/ CELG 0001690298 Curran Terrie 86 MORRIS AVENUE SUMMIT NJ 07901 0 1 0 0 See remarks Common Stock 4710 D Common Stock 599 I 401(k) Plan Stock Option (right to buy) 58.33 2023-05-01 Common Stock 6572 D Stock Option (right to buy) 58.33 2023-05-01 Common Stock 3428 D Stock Option (right to buy) 81.56 2023-12-02 Common Stock 3750 D Stock Option (right to buy) 87.64 2024-07-28 Common Stock 6359 D Stock Option (right to buy) 87.64 2024-07-28 Common Stock 1141 D Stock Option (right to buy) 103.10 2024-10-27 Common Stock 5000 D Stock Option (right to buy) 117.18 2024-12-19 Common Stock 7050 D Stock Option (right to buy) 118.57 2025-02-02 Common Stock 4157 D Stock Option (right to buy) 118.57 2025-02-02 Common Stock 843 D Stock Option (right to buy) 109.90 2025-05-04 Common Stock 2500 D Stock Option (right to buy) 132.56 2025-07-27 Common Stock 2500 D Stock Option (right to buy) 114.08 2025-11-09 Common Stock 2500 D Stock Option (right to buy) 100.80 2026-02-01 Common Stock 1875 D Stock Option (right to buy) 100.80 2026-02-01 Common Stock 625 D Stock Option (right to buy) 104.97 2026-05-02 Common Stock 2773 D Stock Option (right to buy) 104.97 2026-05-02 Common Stock 352 D Stock Option (right to buy) 114.69 2026-08-01 Common Stock 3125 D Stock Option (right to buy) 102.18 2026-10-31 Common Stock 6562 D Stock Option (right to buy) 113.18 2027-01-30 Common Stock 5680 D Stock Option (right to buy) 113.18 2027-01-30 Common Stock 883 D Stock Option (right to buy) 124.06 2027-05-01 Common Stock 6776 D Restricted Stock Unit Common Stock 1500 D Restricted Stock Unit Common Stock 1765 D Restricted Stock Unit Common Stock 2500 D Restricted Stock Unit Common Stock 2500 D Restricted Stock Unit Common Stock 1563 D Restricted Stock Unit Common Stock 3281 D Restricted Stock Unit Common Stock 3426 D The option was issued pursuant to the Company's 2017 Stock Incentive Plan (formerly known as the 2008 Stock Incentive Plan (as amended and restated as of April 15, 2015)). The option is immediately exercisable and is fully vested. The option is immediately exercisable and will fully vest on December 2, 2017. The option is immediately exercisable and will vest in two annual installments as follows: 2,500 shares on July 28, 2017 and 1,359 shares on July 28, 2018. The option is immediately exercisable and will fully vest on July 28, 2018. The option is immediately exercisable and will vest in two equal annual installments commencing on October 27, 2017. The option is immediately exercisable and will vest in two annual installments as follows: 1,763 shares on December 19, 2017 and 1,763 shares on December 19, 2018. The option is immediately exercisable and will vest in two annual installments as follows: 1,250 shares on February 2, 2018 and 407 shares on February 2, 2019. The option is immediately exercisable and will fully vest on February 2, 2019. The option is immediately exercisable and will vest in two equal annual installments commencing on May 4, 2018. The option is immediately exercisable and will vest in three equal annual installments commencing on July 27, 2017. The option is immediately exercisable and will vest in three equal annual installments commencing on November 9, 2017. The option is immediately exercisable and will vest in two equal annual installments commencing on on February 1, 2018. The option is immediately exercisable and will fully vest on February 1, 2020. The option is immediately exercisable and will vest in three annual installments as follows: 781 shares on May 2, 2018, 781 shares on May 2, 2019, and 430 shares on May 2, 2020. The option is immediately exercisable and will fully vest on May 2, 2020. The option is immediately exercisable and will vest in four annual installments as follows: 781 shares on August 1, 2017, 781 shares on August 1, 2018, 781 shares on August 1, 2019, and 782 shares on August 1, 2020. The option is immediately exercisable and will vest in four annual installments as follows: 1,640 shares on October 31, 2017; 1,640 shares on October 31, 2018; 1,641 shares on October 31, 2019, and 1,641 shares on October 31, 2020. The option is immediately exercisable and will vest in four annual installments as follows: 1,640 shares on January 30, 2018, 1,641 shares on January 30, 2019, 1,641 shares on January 30, 2020, and 758 shares on January 30, 2021. The option is immediately exercisable and will fully vest on January 30, 2021. The option is immediately exercisable and will vest in four equal annual installments commencing on May 1, 2018. The restricted stock units will vest on August 1, 2017. Vested shares will be delivered to the reporting person promptly after the vesting date. The restricted stock units were issued pursuant to the Company's 2017 Stock Incentive Plan (formerly known as the 2008 Stock Incentive Plan (as amended and restated as of April 15, 2015)). Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. The restricted stock units will vest on December 19, 2017. Vested shares will be delivered to the reporting person on the vesting date. The restricted stock units will vest on May 4, 2018. Vested shares will be delivered to the reporting person on the vesting date. The restricted stock units will vest on December 16, 2018. Vested shares will be delivered to the reporting person on the vesting date. The restricted stock units will vest on May 2, 2019. Vested shares will be delivered to the reporting person on the vesting date. The restricted stock units will vest on October 31, 2019. Vested shares will be delivered to the reporting person on the vesting date. The restricted stock units will vest on May 1, 2020. Vested shares will be delivered to the reporting person on the vesting date. President Inflammation & Immunology /s/ Terrie J. Curran 2017-06-23 EX-24.3_732986 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby constitutes and appoints each of Robert J. Hugin, Mark J. Alles and Peter N. Kellogg the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Celgene Corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below. /s/ Terrie J. Curran June 23, 2017