FORM 4
[ X ] 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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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Mohler Kendall
2. Issuer Name and Ticker or Trading Symbol

Trubion Pharmaceuticals, Inc [ TRBN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP & Chief Scientific Officer
(Last)          (First)          (Middle)

2401 4TH AVE., SUITE 1050
3. Date of Earliest Transaction (MM/DD/YYYY)

10/28/2010
(Street)

SEATTLE, WA 98121
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/28/2010     D    140206   D   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Employee Stock Option (right to buy)   $0.31   10/28/2010     D         34882      (2) 12/20/2012   Common Stock   34882   $0.00   0   D    
Employee Stock Option (right to buy)   $0.31   10/28/2010     D         39730      (3) 12/16/2014   Common Stock   39730   $0.00   0   D    
Employee Stock Option (right to buy)   $0.31   10/28/2010     D         13243      (4) 2/3/2015   Common Stock   13243   $0.00   0   D    
Employee Stock Option (right to buy)   $0.31   10/28/2010     D         770      (5) 4/28/2015   Common Stock   770   $0.00   0   D    
Employee Stock Option (right to buy)   $2.69   10/28/2010     D         19865      (6) 11/30/2015   Common Stock   19865   $0.00   0   D    
Employee Stock Option (right to buy)   $6.52   10/28/2010     D         7335      (7) 1/25/2016   Common Stock   7335   $0.00   0   D    
Employee Stock Option (right to buy)   $6.52   10/28/2010     D         23919      (8) 3/8/2016   Common Stock   23919   $0.00   0   D    
Employee Stock Option (right to buy)   $6.52   10/28/2010     D         19865      (9) 3/8/2016   Common Stock   19865   $0.00   0   D    
Employee Stock Option (right to buy)   $8.98   10/28/2010     D         52000      (10) 1/31/2018   Common Stock   52000   $0.00   0   D    
Employee Stock Option (right to buy)   $1.33   10/28/2010     D         50000      (11) 1/30/2019   Common Stock   50000   $0.00   0   D    
Employee Stock Option (right to buy)   $1.33   10/28/2010     D         27500      (12) 1/30/2019   Common Stock   27500   $0.00   0   D    
Employee Stock Option (right to buy)   $3.82   10/28/2010     D         45000      (13) 1/29/2020   Common Stock   45000   $0.00   0   D    

Explanation of Responses:
( 1)  Disposed of pursuant to merger agreement among the issuer and Emergent BioSolutions Inc., and certain of its affiliates, in exchange for (a) an aggregate of $191,381.19 cash, (b) 23,007 shares of Emergent common stock having a market value of $18.26 per share on the effective date of the merger and (c)140,206 contingent value rights, which represent the right to receive possible additional cash payments.
( 2)  This option, which was 100% vested on November 15, 2006, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $147,760.15, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 34,882 contingent value rights, which represents the right to receive possible additional future cash payments.
( 3)  This option, which was 100% vested on July 13, 2008, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $168,296.28, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 39.730 contingent value rights, which represents the right to receive possible additional future cash payments.
( 4)  This option, which was 100% vested on July 13, 2008, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $56,103.31, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 13,243 contingent value rights, which represents the right to receive possible additional future cash payments.
( 5)  This option, which was 100% vested on January 1, 2006, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $3,261.72, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 770 contingent value rights, which represents the right to receive possible additional future cash payments.
( 6)  This option, which was 100% vested on July 13, 2008, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $36,812.95, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 19,865 contingent value rights, which represents the right to receive possible additional future cash payments.
( 7)  This option, which was 100% vested on January 1, 2007, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received.
( 8)  This option, which was 100% vested on January 1, 2010, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received.
( 9)  This option, which was 100% vested on July 13, 2008, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received.
( 10)  This option, which provided for vesting at the rate of 1/48th on February 1, 2008, and 1/48th monthly thereafter, such that all of the shares would be fully vested as of January 1, 2012, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received.
( 11)  This option, which provided for vesting at the rate of 1/48th on February 1, 2009, and then 1/48th monthly thereafter, such that all of the shares would be fully vested as of January 1, 2013, was vested in its entirety and then cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $161,000, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 50,000 contingent value rights, which represents the right to receive possible additional future cash payments.
( 12)  This option, which provided for vesting at the rate of 1/36th on August 27, 2009, and then 1/36th monthly thereafter, such that all of the shares would be fully vested as of July 27, 2012, was vested in its entirety and then cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $88,550, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b)27,500 contingent value rights, which represents the right to receive possible additional future cash payments.
( 13)  This option, which provided for vesting at the rate of 1/48th on February 1, 2010, and then 1/48th monthly thereafter, such that all of the shares would be fully vested as of January 1, 2014, was vested in its entirety and then cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $32,850, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 45,000 contingent value rights, which represents the right to receive possible additional future cash payments.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Mohler Kendall
2401 4TH AVE., SUITE 1050
SEATTLE, WA 98121


SVP & Chief Scientific Officer

Signatures
/s/ Kathleen M. Deeley, Attorney-in-fact for Kendall Mohler 10/28/2010
** 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.
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