SEC FORM
4
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
|
| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
 |
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*
| NEUROCRINE BIOSCIENCES, INC. |
| 12780 EL CAMINO REAL |
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
NEUROCRINE BIOSCIENCES INC
[ NBIX ]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
|
10% Owner |
| X |
Officer (give title below) |
|
Other (specify below) |
| Chief Medical Officer |
|
3. Date of Earliest Transaction
(Month/Day/Year)
01/08/2015
|
4. If Amendment, Date of Original Filed
(Month/Day/Year)
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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. 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)
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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 |
01/08/2015 |
|
M |
|
20,000 |
A |
$2.59
|
116,544 |
D |
|
| Common Stock |
01/08/2015 |
|
S
|
|
20,000 |
D |
$27.11
|
96,544 |
D |
|
| Common Stock |
01/08/2015 |
|
M |
|
20,000 |
A |
$2.59
|
116,544 |
D |
|
| Common Stock |
01/08/2015 |
|
S
|
|
20,000 |
D |
$27.11
|
96,544 |
D |
|
| Common Stock |
01/08/2015 |
|
M |
|
15,000 |
A |
$2.59
|
111,544 |
D |
|
| Common Stock |
01/08/2015 |
|
S
|
|
15,000 |
D |
$27.5
|
96,544 |
D |
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 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 |
| Incentive Stock Option |
$2.59
|
01/08/2015 |
|
M |
|
|
20,000 |
|
05/11/2017 |
Common Stock |
20,000 |
$2.59
|
35,000 |
D |
|
| Incentive Stock Option |
$2.59
|
01/08/2015 |
|
M |
|
|
20,000 |
|
05/11/2017 |
Common Stock |
20,000 |
$2.59
|
15,000 |
D |
|
| Incentive Stock Option |
$2.59
|
01/08/2015 |
|
M |
|
|
15,000 |
|
05/11/2017 |
Common Stock |
15,000 |
$2.59
|
0 |
D |
|
| Explanation of Responses: |
|
|
| Remarks: |
|
|
Timothy P. Coughlin, By Power of Attorney |
01/09/2015 |
|
** 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. |
LIMITED POWER OF ATTORNEY - SECURITIES LAW COMPLIANCE
The undersigned, as an Officer of Neurocrine Biosciences, Inc. (the "Corporation"),
hereby constitutes and appoints, jointly and severally Kevin C. Gorman, Timothy P. Coughlin
and Darin Lippoldt, each of them, the undersigned's true and lawful attorney-in-fact and agent,
each with the power of substitution for her in any and all capacities to complete and execute such
Forms 144, advisable pursuant to Rule 144 promulgated under the Securities Act of 1933 (as
amended) and Forms 3, 4, and 5 advisable pursuant to section 16 of the Securities Exchange Act
of 1934, and other forms as such attorney shall in his or her discretion determine to be required
by the rules and regulations promulgated thereunder, or any successor laws and regulations, as a
consequence of the undersigned's ownership, acquisition or disposition of securities of the
Corporation, and to do all acts necessary in order to file such forms with the Securities and
Exchange Commission, any securities exchange or national association, the Corporation and
such other person or agency as the attorney shall deem appropriate. The undersigned hereby
ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by
virtue hereof.
This Limited Power of Attorney is executed at San Diego, California, as of the date set
forth below.
__________________________________
(Signature) Christopher Flint O'Brien
Date: 1/6/15
