0000939767-23-000103.txt : 20230908 0000939767-23-000103.hdr.sgml : 20230908 20230908212253 ACCESSION NUMBER: 0000939767-23-000103 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230906 FILED AS OF DATE: 20230908 DATE AS OF CHANGE: 20230908 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hessekiel Jeffrey CENTRAL INDEX KEY: 0001599803 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30235 FILM NUMBER: 231246503 MAIL ADDRESS: STREET 1: 210 EAST GRAND AVE. CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EXELIXIS, INC. CENTRAL INDEX KEY: 0000939767 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 043257395 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1851 HARBOR BAY PARKWAY CITY: ALAMEDA STATE: CA ZIP: 94502 BUSINESS PHONE: 6508377000 MAIL ADDRESS: STREET 1: 1851 HARBOR BAY PARKWAY CITY: ALAMEDA STATE: CA ZIP: 94502 FORMER COMPANY: FORMER CONFORMED NAME: EXELIXIS INC DATE OF NAME CHANGE: 20000207 FORMER COMPANY: FORMER CONFORMED NAME: EXELIXIS PHARMACEUTICALS INC DATE OF NAME CHANGE: 20000106 4 1 wk-form4_1694222563.xml FORM 4 X0508 4 2023-09-06 0 0000939767 EXELIXIS, INC. EXEL 0001599803 Hessekiel Jeffrey C/O EXELIXIS, INC. 1851 HARBOR BAY PARKWAY ALAMEDA CA 94502 0 1 0 0 EVP, General Counsel & Sec 0 Common Stock 2023-09-06 4 A 0 57900 0 A 622699 D Common Stock 2023-09-06 4 F 0 14354 22.27 D 608345 D Common Stock 999 I By 401(k) On September 11, 2020, the Reporting Person was granted a performance-based restricted stock unit award ("PSU") under the Exelixis, Inc. 2017 Equity Incentive Plan covering 57,900 shares of common stock (such shares, the "Target Shares"). The PSU generally vests as follows: (i) 50% of the eligible Target Shares vest upon the Compensation Committee's (the "Committee") certification of achievement of certain performance criteria; and (ii) 50% of the eligible Target Shares vest on the first quarterly PSU vesting date (i.e. February 15th, May 15th, August 15th and November 15th) following the one-year anniversary of the Committee's certification. In addition, the PSU provides for vesting of up to a maximum of 200% of the Target Shares depending on the timing and level of achievement of the performance criteria provided for under the PSU. On September 6, 2023, the Committee determined that certain performance criteria had been achieved, resulting in the Reporting Person's eligibility to vest up to 150% of the Target Shares subject to the PSU (such shares, the "Achieved Shares"). The Reporting Person had already vested 1/3 of the Achieved Shares as a result of the Committee's certification that certain performance criteria had been achieved on August 3, 2022 and continuous service through August 15, 2023. Accordingly, the Committee's certification on September 6, 2023 resulted in the immediate vesting of 1/3 of the Achieved Shares, and 1/3 of the Achieved Shares will vest on November 15, 2024, subject to the Reporting Person's continuous service through that date. The Reporting Person remains eligible for additional vesting depending on the level and timing of achievement of the performance criteria through December 31, 2024. Includes 188,144 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units. Shares withheld by Exelixis, Inc. to satisfy taxes payable in connection with the vesting of certain restricted stock units earned on September 6, 2023. Represents shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of September 5, 2023. /s/ Nina Ayer, Attorney in Fact 2023-09-08