Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-20-007695
Date:2020-02-05
Issuer: NEUROCRINE BIOSCIENCES INC (NBIX)
Original Submission Date:

Reporting Person:

GANO KYLE
12780 EL CAMINO REAL
SAN DIEGO, CA 92130

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2020-02-05 S 1,013 d $103.01 87,204 direct
COMMON STOCK 2020-02-05 S 703 d $103.04 87,838 direct
COMMON STOCK 2020-02-05 S 1,974 d $103.08 89,614 direct
COMMON STOCK 2020-02-06 S 1,000 d $101.41 90,514 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION 102.9 2020-02-06 deemed execution date A 76,683 (a) 2030-02-06 common stock 76,683 $102.90 76,683 direct
RESTRICTED STOCK UNIT 0.0 2020-02-06 deemed execution date A 12,148 (a) common stock 12,148 $0.00 12,148 direct
Footnotes
IDfootnote
f1 sale of 1,013 shares of common stock issued upon vesting of 1,925 restricted stock units on february 5, 2020 to cover payroll and withholding taxes, with the balance of the shares (912) maintained by the reporting person; 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.
f2 represents a weighted average sales price per share. these shares were sold in multiple transactions at prices ranging from $102.16 to $105.09. 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.
f3 includes a total of 459 shares acquired under the neurocrine biosciences 2018 employee stock purchase plan, consisting of 312 shares on february 28, 2019 and 147 shares on august 30, 2019.
f4 sale of 703 shares of common stock issued upon vesting of 1,337 restricted stock units on february 5, 2020 to cover payroll and withholding taxes, with the balance of the shares (634) maintained by the reporting person; 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.
f5 represents a weighted average sales price per share. these shares were sold in multiple transactions at prices ranging from $101.90 to $104.13. 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.
f6 sale of 1,974 shares of common stock issued upon vesting of 3,750 restricted stock units on february 5, 2020 to cover payroll and withholding taxes, with the balance of the shares (1,776) maintained by the reporting person; 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.
f7 represents a weighted average sales price per share. these shares were sold in multiple transactions at prices ranging from $101.86 to $105.07. 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.
f8 sale of 1,000 shares of common stock issued upon vesting of 1,900 restricted stock units on february 6, 2020 to cover payroll and withholding taxes, with the balance of the shares (900) maintained by the reporting person; 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.
f9 represents a weighted average sales price per share. these shares were sold in multiple transactions at prices ranging from $99.73 to $103.01. 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.
f10 represents option of which 1/48th of the shares underlying the option becomes vested and exercisable on march 6, 2020 and an additional 1/48th of the shares underlying the option becomes vested and exercisable each month thereafter.
f11 each restricted stock unit represents a contingent right to receive one share of the issuer common stock.
f12 the restricted stock units will vest annually at 1/4 of the units vesting on each of february 6, 2021, february 6, 2022, february 6, 2023, and february 6, 2024.
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