SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol SYNAGEVA BIOPHARMA CORP [ GEVA ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 04/06/2015 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock(1) | 04/06/2015(2) | A | 42(3) | A | $76.88 | 25,637 | D | |||
Common Stock | 04/06/2015 | M(4) | 10,000 | A | $0.95 | 35,637 | D | |||
Common Stock | 04/06/2015 | M(4) | 9,503 | A | $23 | 45,140 | D | |||
Common Stock | 04/06/2015 | S(4) | 29,503 | D | $93.76 | 15,637 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
Stock Option (Right to Buy) | $0.95 | 04/06/2015 | M(4) | 10,000 | (5) | 10/07/2019 | Common Stock | 10,000 | $0 | 8,964 | D | ||||
Stock Option (Right to Buy) | $23 | 04/06/2015 | M(4) | 9,503 | (6) | 12/20/2021 | Common Stock | 9,503 | $0 | 20,497 | D |
Explanation of Responses: |
1. The reporting person is voluntarily reporting the acquisition of shares of the issuer's common stock pursuant to the Synageva BioPharma Corp. Employee Stock Purchase Plan ("ESPP"), for the ESPP purchase period of July 1, 2014 through December 31, 2014. This transaction is also exempt under Rule 16b-3(c). |
2. The reporting person is voluntarily reporting this transaction as of 04/06/2015, but the actual transaction took place on 12/31/2014, the last trading day of the option period under the ESPP. |
3. In accordance with the ESPP, these shares were purchased based on 85% of the closing stock price on July 1, 2014, the first trading day of the option period. |
4. The stock option exercise and sale of shares of the Company's common stock (the "Shares") reported in this Form 4 was effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on March 6, 2015. |
5. The Stock Option granted the reporting person an option to purchase 101,080 shares of Common Stock (the "Shares"). 25% of the Shares vested and became exercisable on 08/31/2010, and 1/36 of the remainder of the Shares vest and become exercisable monthly thereafter. |
6. The Stock Option granted the reporting person an option to purchase 50,000 shares of Common Stock (the "Shares"). 25% of the Shares vested and became exercisable on 12/20/2012, and 1/36 of the remainder of the Shares vest and become exercisable monthly thereafter. |
/s/ Chris Heberlig, Attorney-in-Fact | 04/08/2015 | |
** 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 4 (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. |