0000882104-19-000065.txt : 20190624 0000882104-19-000065.hdr.sgml : 20190624 20190624213233 ACCESSION NUMBER: 0000882104-19-000065 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190620 FILED AS OF DATE: 20190624 DATE AS OF CHANGE: 20190624 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Imbrogno Edward CENTRAL INDEX KEY: 0001780493 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19756 FILM NUMBER: 19916735 MAIL ADDRESS: STREET 1: 932 SOUTHWOOD BLVD. CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PDL BIOPHARMA, INC. CENTRAL INDEX KEY: 0000882104 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 943023969 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 932 SOUTHWOOD BLVD CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 BUSINESS PHONE: 775-832-8500 MAIL ADDRESS: STREET 1: 932 SOUTHWOOD BLVD CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 FORMER COMPANY: FORMER CONFORMED NAME: PROTEIN DESIGN LABS INC/DE DATE OF NAME CHANGE: 19930328 3 1 wf-form3_156142633835985.xml FORM 3 X0206 3 2019-06-20 0 0000882104 PDL BIOPHARMA, INC. PDLI 0001780493 Imbrogno Edward 932 SOUTHWOOD BLVD. INCLINE VILLAGE NV 89451 0 1 0 0 VP, Finance and CAO Common stock 22357 D Stock Option (right to buy) 2.68 2019-12-19 2028-12-19 Common stock 288611.0 D Stock Option (right to buy) 3.69 2020-03-24 2029-03-24 Common stock 108766.0 D The stock options will vest as follows: (a) 25% of the shares subject to the option shall vest on the one year anniversary of the grant date and (b) 75% of the shares subject to the option shall vest on a monthly basis pro rata over the thirty-six (36) months following the one year anniversary of the grant date, provided that the recipient's continuous service has not terminated prior to the applicable vesting date, subject to earlier vesting upon a change in control and certain qualifying terminations of employment provided in the severance agreement between the issuer and the recipient. /s/ Nathan Kryszak, Attorney-in-Fact for Edward Imbrogno 2019-06-24 EX-24 2 ex-24.htm POWER OF ATTORNEY /S/ NATHAN KRYSZAK, ATTORNEY-IN-FACT FOR EDWARD IMBROGNO

The undersigned hereby constitutes and appoints Nathan N. Kryszak. and Christopher Stone, and each of them, his or her, true and lawful attorney-in-fact to:

(1)    prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

(2)    execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director, and/or person who holds more than 10% of the stock of PDL BioPharma, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules thereunder;

(3)    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(s) thereto, and timely file any such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(4)    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 pursuant to this power of attorney.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

    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 or modified by the undersigned in a signed writing, but shall terminate automatically as to each individual attorney-in-fact when such person is no longer an employee of the Company.  This Power of Attorney may be filed with the SEC as a confirming statement of the authority granted herein.

    The undersigned has caused this Power of Attorney to be executed as of this 20th day of June, 2019.


By:        /s/ Edward Imbrogno
Printed Name:    Edward Imbrogno