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
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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*
Mahatme Sandesh

(Last) (First) (Middle)
215 FIRST STREET, SUITE 415

(Street)
CAMBRIDGE MA 02142

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Sarepta Therapeutics, Inc. [ SRPT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, CFO & CBO
3. Date of Earliest Transaction (Month/Day/Year)
10/24/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
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) 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 10/24/2018 M(1) 9,596 A $23.85 48,381 D
Common Stock 10/24/2018 M(1) 39,006 A $13.9 87,387 D
Common Stock 10/24/2018 M(1) 29,080 A $13.71 116,467 D
Common Stock 10/24/2018 M(1) 11,718 A $13.71 128,185 D
Common Stock 10/24/2018 S(1) 107,524 D $127.74(2) 20,661 D
Common Stock 10/24/2018 G(3) V 12,012 D $0.00 8,649 D
Common Stock 10/24/2018 G(3) V 12,012 A $0.00 12,012 I By wife
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
Stock Option (right to buy) $23.85 10/24/2018 M(1) 9,596 (4) 11/05/2022 Common Stock 9,596 $0.00 116,009 D
Stock Option (right to buy) $13.9 10/24/2018 M(1) 39,006 (5) 02/27/2025 Common Stock 39,006 $0.00 17,860 D
Stock Option (right to buy) $13.71 10/24/2018 M(1) 29,080 (6) 02/28/2026 Common Stock 29,080 $0.00 7,899 D
Stock Option (right to buy) $13.71 10/24/2018 M(1) 11,718 (7) 02/28/2026 Common Stock 11,718 $0.00 12,873 D
Explanation of Responses:
1. These trades were made pursuant to a Rule 10b5-1 trading plan.
2. The shares were sold in multiple transactions at prices ranging from $120.87 to $134.39, inclusive. The reporting person undertakes to provide to Sarepta Therapeutics, Inc., any security holder of Sarepta Therapeutics, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the range set forth herein.
3. This transaction involved a gift of securities by the reporting person to his wife.
4. The option to purchase shares is fully vested.
5. The option vests based on time criteria (25% of the total option on 2/27/2016 and 1/48th of the total option in equal monthly installments thereafter).
6. Half of the total options granted began vesting when the FDA provided marketing approval for eteplirsen on 9/19/2016 and the other half of the total options granted began vesting when Sarepta Therapeutics, Inc. filed a Marketing Authorization Application with the European Medicines Agency on 11/30/2016. Vesting of the options allocated to the achievement of each goal is as follows: (i) 50% of the options allocated to the achieved goal vested immediately upon achievement of the performance condition (25% of the total performance-based options granted) and (ii) the remaining 50% of the options allocated to the achieved goal (25% of the total performance-based options granted) vest over four years. 25% of the remaining options vested on the first year anniversary of the grant date, or 2/28/2017 and 1/48th of the remaining options vests monthly thereafter.
7. The option vests based on time criteria (25% of the total option on 2/29/2017 and 1/48th of the total option in equal monthly installments thereafter).
Remarks:
/s/ David Tyronne Howton, as attorney-in-fact for Sandesh Mahatme 10/26/2018
** 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).
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