Statement of Changes in Beneficial Ownership (4)
November 13 2019 - 4:37PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
Lippoldt Darin |
2. Issuer Name and Ticker or Trading Symbol
NEUROCRINE BIOSCIENCES INC
[
NBIX
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Legal Officer |
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(Last)
(First)
(Middle)
12780 EL CAMINO REAL |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/8/2019 |
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(Street)
SAN DIEGO, CA 92130
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 11/8/2019 | | M | | 6625 | A | $32.99 | 26728 | D | |
| Common Stock | 11/8/2019 | | S(1) | | 6625 | D | $110.00 (2) | 20103 | D | |
| Common Stock | 11/8/2019 | | M | | 3375 | A | $32.99 | 23478 | D | |
| Common Stock | 11/8/2019 | | S(1) | | 3375 | D | $110.017 (3) | 20103 | 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. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Non-Qualified Stock Option | $32.99 | 11/8/2019 | | M | | | 6625 | (4) | 2/3/2025 | Common Stock | 6625 | $32.99 | 0 | D | |
| Incentive Stock Option | $32.99 | 11/8/2019 | | M | | | 3375 | (4) | 2/3/2025 | Common Stock | 3375 | $32.99 | 10000 | D | |
| Explanation of Responses: |
| (1) | The disposition reported in this Form 4 was effected by a broker pursuant to instructions set forth in a Rule 10b5-1 trading plan adopted by the Reporting Person at least 60 days prior to the transaction date in Box 2 above. Additionally, Issuer policy restricts the Reporting Person from amending or otherwise modifying any 10b5-1 trading plan subsequent to adoption of the plan. |
| (2) | Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $110.00 to $110.01. The Reporting Person has provided to the issuer, and will provide to any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. |
| (3) | Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $110.01 to $110.04. The Reporting Person has provided to the issuer, and will provide to any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. |
| (4) | Option granted February 3, 2015 and vested monthly over four years. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Lippoldt Darin
12780 EL CAMINO REAL
SAN DIEGO, CA 92130 |
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| Chief Legal Officer |
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Signatures
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| /s/ Darin Lippoldt | | 11/13/2019 |
| **Signature of Reporting Person | Date |
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