Michael Halstead - Feb 23, 2024 Form 4 Insider Report for Intra-Cellular Therapies, Inc. (ITCI)

Role
EVP and General Counsel
Signature
/s/ Lawrence J. Hineline, Attorney-in-fact
Stock symbol
ITCI
Transactions as of
Feb 23, 2024
Transactions value $
-$549,784
Form type
4
Date filed
2/27/2024, 08:00 PM
Previous filing
Feb 5, 2024
Next filing
Mar 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ITCI Common Stock Options Exercise +7.91K 7.91K Feb 23, 2024 Direct F1
transaction ITCI Common Stock Sale -$20.6K -300 -3.79% $68.54 7.61K Feb 26, 2024 Direct F2, F3
transaction ITCI Common Stock Sale -$502K -7.22K -94.85% $69.54 392 Feb 26, 2024 Direct F2, F4
transaction ITCI Common Stock Sale -$27.5K -392 -100% $70.13 0 Feb 26, 2024 Direct F2, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ITCI Restricted Stock Units Options Exercise $0 -7.91K -100% $0.00* 0 Feb 23, 2024 Common Stock 7.91K Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Restricted stock units convert into common stock on a one-for-one basis.
F2 This sale was effected pursuant to a Rule 10b5-1 trading plan originally adopted by the reporting person on March 15, 2023 and amended on May 8, 2023 and August 11, 2023. A majority of the proceeds from this sale will be used to cover the reporting person's tax liability arising from the vesting of restricted stock units.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $68.02 to $68.84, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.205 to $70.0175, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.02 to $70.25, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.
F6 Each restricted stock unit represents a contingent right to receive one share of common stock.
F7 On February 23, 2021, the reporting person was granted 23,719 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.