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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $ 44.39 | 06/15/2015 | A | 140,000 | (2) | 06/15/2025 | Common Stock | 140,000 | $ 0 | 140,000 | D | ||||
Performance Stock Unit | (3) | 06/15/2015 | A | 25,000 | (3) | 01/15/2019 | Common Stock | 25,000 | $ 0 | 25,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Fu Tao C/O PORTOLA PHARMACEUTICALS, INC. 270 EAST GRAND AVENUE SOUTH SAN FRANCISCO, CA 94080 |
EVP, CBO |
/s/ Mike Ouimette, as attorney-in-fact | 06/17/2015 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Grant of Restricted Stock Units ("RSU") in consideration of services rendered. The RSU's will vest in three equal tranches on March 1, 2016, March 1, 2017, and March 1, 2018, subject to Reporting Person's Continuous Service (as defined in the Issuer's 2013 Equity Incentive Plan) as of each such date. |
(2) | The option shares shall be subject to a four (4) year vesting schedule, such that 1/4th of the shares subject to such option shall vest on the one (1) year anniversary of the grant date, thereafter, 1/48th of the shares subject to such option shall vest each month for thirty-six (36) months, subject to Reporting Person's Continuous Service as of each such date. |
(3) | Each Performance Stock Unit ("PSU") represents a contingent right to receive one (1) share of Issuer's Common Stock. The PSU's vest as follow: 5,000 shares subject to each PSU will be earned when the average closing price of Issuer's Common Stock on the NASDAQ Global Select Market is above $50.00 per share over a period of forty-five (45) consecutive trading days, and an additional 20,000 shares will be earned when the average closing price of Issuer's Common Stock is above $60.00 per share over a period of forty-five (45) consecutive trading days. Any shares earned will then vest on the one (1) year anniversary of the date such shares were earned, subject to Reporting Person's Continuous Service as of each such date. |