Orexigen Therapeutics (OREX) Form 3 Orexigen Therapeutics / Monica Forbes ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Forbes Monica

(Last) (First) (Middle)

3344 TORREY PINES COURT

SUITE 200

(Street)

LA JOLLA CA 92037

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/27/2018

3. Issuer Name and Ticker or Trading Symbol
Orexigen Therapeutics, Inc. [ OREX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP & Acting CFO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: 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
Stock Option (right to buy)	(1)	12/22/2024	Common Stock	2,000	59.7	D
Stock Option (right to buy)	(2)	02/01/2026	Common Stock	2,250	17.8	D
Stock Option (right to buy)	(3)	07/11/2026	Common Stock	9,600	4.02	D
Stock Option (right to buy)	(3)	07/11/2026	Common Stock	5,760	15	D
Stock Option (right to buy)	(2)	02/02/2027	Common Stock	12,000	4.1	D
Stock Option (right to buy)	(2)	02/02/2027	Common Stock	6,000	15	D
Restricted Stock Units	(4)	(4)	Common Stock	8,400	0	D

Explanation of Responses:

1. 25% of the shares of stock subject to the stock option vest on the one-year anniversary of the vesting commencement date, and 1/48 of the shares of stock subject to the stock option vest on the same day of each month thereafter, subject to the employee's continued service relationship with the company or any parent or subsidiary on each such date.

2. 1/48 of the shares of stock subject to the stock option vest on the same day of each month following the vesting commencement date, subject to the employee's continued service relationship with the company or any parent or subsidiary on each such date.

3. 33-1/3% of the shares of stock subject to the stock option vest on the one-year anniversary of the vesting commencement date, and 1/36 of the shares of stock subject to the option vest on the same day of each month thereafter, subject to the employee's continued service relationship with the company or any parent or subsidiary on each such date.

4. 25% of the restricted stock units vest on each of the first four anniversaries of the vesting commencement date, subject to the employee's continued service relationship with the company or any parent or subsidiary on each such date.

Remarks:

	/s/ Monica B. Forbes	03/09/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.