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Filing Details

Accession Number:: 0001209191-18-002064
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-01-04 17:13:49
Reporting Period:: 2018-01-02

Accepted Time:: 2018-01-04 17:13:49
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1347178	Vanda Pharmaceuticals Inc.	VNDA	Pharmaceutical Preparations (2834)	030491827

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1355537	Hristos Mihael Polymeropoulos	2200 Pennsylvania Avenue Suite 300E Washington DC 20037	President And Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2017-12-28	10,000	$0.00	1,031,848	No	5	G	Direct
Common Stock	Acquisiton	2018-01-02	250,000	$5.76	1,281,848	No	4	M	Direct
Common Stock	Disposition	2018-01-02	170,225	$15.30	1,111,623	No	4	S	Direct
Common Stock	Acquisiton	2018-01-02	12,500	$0.00	1,124,123	No	4	M	Direct
Common Stock	Acquisiton	2018-01-02	12,500	$0.00	1,149,123	No	4	M	Direct
Common Stock	Acquisiton	2018-01-02	18,750	$0.00	1,205,373	No	4	M	Direct
Common Stock	Disposition	2018-01-02	21,535	$15.30	1,183,838	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	5	G	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (Right to Buy)	Disposition	2018-01-02	250,000	$0.00	250,000	$5.76
Common Stock	Restricted Stock Unit	Disposition	2018-01-02	12,500	$0.00	12,500	$0.00
Common Stock	Restricted Stock Unit	Disposition	2018-01-02	12,500	$0.00	12,500	$0.00
Common Stock	Restricted Stock Unit	Disposition	2018-01-02	18,750	$0.00	18,750	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2018-01-03	No	4	M	Direct
0		No	4	M	Direct
12,500		No	4	M	Direct
37,500		No	4	M	Direct

Footnotes

Represents a gift to a charitable organization.
Represents shares of the Issuer's common stock sold to satisfy the exercise price and certain tax obligations relating to the acquisition of shares of the Issuer's common stock in connection with the exercise of certain stock options, which were scheduled to expire January 3, 2018 as reflected in this Form 4. Such sale was executed pursuant to an irrevocable election made by the Reporting Person during an open trading window under a program approved by the Compensation Committee of the Issuer's Board of Directors.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.25 to $15.45, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3) to this Form 4.
Each Restricted Stock Unit ("RSU") was previously reported on Table II on a Form 4 filed with the Securities and Exchange Commission ("SEC") on December 4, 2013.
Each RSU represents a contingent right to receive a share of the Issuer's Common Stock.
Each RSU was previously reported on Table II on a Form 4 filed with the SEC on December 5, 2014.
Starting with the January 2, 2018 vesting of the RSUs, the Issuer's method of reporting RSUs has been revised to report such grants in Table I rather than as previously reported in Table II. Accordingly, the share numbers reported in Column 5 of Table I includes unvested RSUs previously reported in Table II.
Each RSU was previously reported on Table II on a Form 4 filed with the SEC on February 17, 2016.
Represents shares of the Issuer's common stock sold to satisfy tax obligations relating to the acquisition of shares of the Issuer's common stock in connection with the settlement of the vested portion of RSUs as reflected in this Form 4. Such sale was executed pursuant to an irrevocable election made by the Reporting Person during an open trading window under a program approved by the Compensation Committee of the Issuer's Board of Directors.
The option vested in 48 equal monthly installments beginning on February 4, 2008.
The RSUs vest in four (4) equal annual installments beginning January 1, 2015, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest.
Not Applicable.
The RSUs vest in four (4) equal annual installments beginning January 1, 2016, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest.
The RSUs vest in four (4) equal annual installments beginning January 1, 2017, provided Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest.