Statement of Changes in Beneficial Ownership (4)
July 17 2014 - 7:30PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
PFEFFER MATTHEW J
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2. Issuer Name
and
Ticker or Trading Symbol
MANNKIND CORP
[
MNKD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Corporate VP and CFO
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(Last)
(First)
(Middle)
28903 NORTH AVENUE PAINE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
10/14/2013
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(Street)
VALENCIA, CA 91355
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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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)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $0.01 Par Value
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6/27/2014
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A
(1)
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229000
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A
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$0.00
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465240
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D
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Common Stock, $0.01 Par Value
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6/27/2014
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F
(2)
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109456
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D
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$10.00
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246328
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy)
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$1.69
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10/14/2013
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A
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60000
(3)
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10/14/2013
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5/17/2022
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Common Stock, $0.01 Par Value
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60000
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$0.00
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60000
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D
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Employee Stock Option (right to buy)
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$6.85
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11/21/2013
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A
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90000
(4)
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11/21/2013
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5/23/2023
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Common Stock, $0.01 Par Value
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90000
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$0.00
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90000
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D
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Employee Stock Option (right to buy)
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$2.86
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6/27/2014
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A
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36000
(5)
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6/27/2014
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4/28/2018
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Common Stock, $0.01 Par Value
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36000
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$0.00
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37400
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D
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Employee Stock Option (right to buy)
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$1.69
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6/27/2014
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A
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80000
(6)
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6/27/2014
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5/17/2022
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Common Stock, $0.01 Par Value
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80000
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$0.00
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140000
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D
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Employee Stock Option (right to buy)
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$6.85
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6/27/2014
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A
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180000
(7)
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6/27/2014
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5/23/2023
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Common Stock, $0.01 Par Value
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180000
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$0.00
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270000
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D
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Explanation of Responses:
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(
1)
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The reporting person was granted multiple restricted stock units that vest upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the restricted stock units.
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(
2)
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Shares withheld to satisfy the tax liability to the vesting of a restricted stock unit award.
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(
3)
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On May 17, 2012, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On October 14, 2013, one of the defined performance milestones was met, resulting in the partial vesting of the option.
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(
4)
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On May 23, 2013, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On November 21, 2013, one of the defined performance milestones was met, resulting in the partial vesting of the option.
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(
5)
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On April 28, 2008, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the option.
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(
6)
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On May 17, 2012, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the option.
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(
7)
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On May 23, 2013, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the option.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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PFEFFER MATTHEW J
28903 NORTH AVENUE PAINE
VALENCIA, CA 91355
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Corporate VP and CFO
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Signatures
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/s/ Matthew J. Pfeffer
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7/15/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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