Jeffrey Hessekiel - Sep 30, 2021 Form 4 Insider Report for EXELIXIS, INC. (EXEL)

Signature
/s/ Jennifer Drimmer Rokovich, Attorney in Fact
Stock symbol
EXEL
Transactions as of
Sep 30, 2021
Transactions value $
-$156,644
Form type
4
Date filed
10/4/2021, 08:12 PM
Previous filing
Nov 17, 2022
Next filing
Oct 15, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXEL Common Stock Award $0 +29K +4.6% $0.00 658K Sep 30, 2021 Direct F1, F2, F3, F4
transaction EXEL Common Stock Tax liability -$157K -7.59K -1.15% $20.63 651K Sep 30, 2021 Direct F5
holding EXEL Common Stock 999 Sep 30, 2021 By 401(k) F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of Exelixis, Inc. common stock issued to the Reporting Person upon vesting of restricted stock units. Each restricted stock unit is the economic equivalent of one share of Exelixis, Inc. common stock.
F2 On September 11, 2020, the Reporting Person was granted a performance-based restricted stock unit award ("PSU") under the Exelixis, Inc. 2017 Equity Incentive Plan covering 57,900 shares of common stock (such shares, the "Target Shares"). The PSU generally vests as follows: (i) 50% of the Target Shares vest upon certification by the Compensation Committee (the "Committee") that Exelixis has achieved certain performance criteria; and (ii) 50% of the Target Shares vest on the first quarterly PSU vesting date (i.e. February 15th, May 15th, August 15th and November 15th) following the one-year anniversary of the Committee's certification. In addition, the PSU provides for vesting of up to a maximum of 200% of the Target Shares depending on the timing and level of achievement of the performance criteria provided for under the PSU.
F3 On September 30, 2021, the Committee determined that certain performance criteria had been achieved, resulting in the Reporting Person's eligibility to vest up to 50% of the Target Shares subject to the PSU. Accordingly, the Committee's certification resulted in the immediate vesting of 25% of the Target Shares, and 25% of the Target Shares will vest on November 15, 2022, subject to the Reporting Person's continuous service through that date. The Reporting Person remains eligible for additional vesting depending the level and timing of achievement of the performance criteria through December 31, 2024.
F4 Includes 207,930 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units and 1,220 shares of common stock acquired on April 30, 2021, pursuant to the Exelixis, Inc. 2000 Employee Stock Purchase Plan.
F5 Shares withheld by Exelixis, Inc. to satisfy taxes payable in connection with the vesting of certain restricted stock units earned on September 30, 2021.
F6 Represents shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of September 29, 2021.