Initial Statement of Beneficial Ownership (3)
April 05 2021 - 7:01PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Venezia Rocco |
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/26/2021
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3. Issuer Name and Ticker or Trading Symbol
INTERCEPT PHARMACEUTICALS, INC. [ICPT]
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(Last)
(First)
(Middle)
C/O INTERCEPT PHARMACEUTICALS, INC., 10 HUDSON YARDS, FLOOR 37 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
Chief Accounting Officer / |
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(Street)
NEW YORK, NY 10001
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Common Stock | 14318 (1) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Option to Purchase Common Stock | (2) | 7/15/2026 | Common Stock | 2050 | $148.73 | D | |
| Option to Purchase Common Stock | (3) | 2/9/2027 | Common Stock | 1200 | $112.69 | D | |
| Option to Purchase Common Stock | (4) | 2/5/2028 | Common Stock | 2200 | $58.74 | D | |
| Option to Purchase Common Stock | (5) | 1/16/2029 | Common Stock | 1320 | $110.80 | D | |
| Option to Purchase Common Stock | (6) | 1/23/2030 | Common Stock | 2950 | $99.66 | D | |
| Option to Purchase Common Stock | (7) | 1/22/2031 | Common Stock | 5500 | $29.46 | D | |
| Explanation of Responses: |
| (1) | Includes both restricted stock units that represent a contingent right to receive one share of the Issuer's Common Stock, as well as shares of Common Stock. |
| (2) | The award is fully vested. |
| (3) | The award is fully vested. |
| (4) | The award is subject to a four-year vesting period, with 25% of the shares subject to the award vesting and becoming exercisable in an initial installment on the anniversary of the Vesting Commencement Date and 1/48th of the shares subject to the award vesting and becoming exercisable each month thereafter. The Vesting Commencement Date is January 1, 2018. |
| (5) | The award is subject to a four-year vesting period, with 25% of the shares subject to the award vesting and becoming exercisable in an initial installment on the anniversary of the Vesting Commencement Date and 1/48th of the shares subject to the award vesting and becoming exercisable each month thereafter. The Vesting Commencement Date is January 1, 2019. |
| (6) | The award is subject to a four-year vesting period, with 25% of the shares subject to the award vesting and becoming exercisable in an initial installment on the anniversary of the Vesting Commencement Date and 1/48th of the shares subject to the award vesting and becoming exercisable each month thereafter. The Vesting Commencement Date is January 1, 2020. |
| (7) | The award is subject to a four-year vesting period, with 25% of the shares subject to the award vesting and becoming exercisable in an initial installment on the anniversary of the Vesting Commencement Date and 1/48th of the shares subject to the award vesting and becoming exercisable each month thereafter. The Vesting Commencement Date is January 1, 2021. |
Remarks:
Exhibit List- Exhibit 24.1- Power of Attorney |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Venezia Rocco
C/O INTERCEPT PHARMACEUTICALS, INC.
10 HUDSON YARDS, FLOOR 37
NEW YORK, NY 10001 |
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| Chief Accounting Officer |
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Signatures
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| /s/ Mary J. Grendell, as attorney-in-fact | | 4/5/2021 |
| **Signature of Reporting Person | Date |
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