Statement of Changes in Beneficial Ownership (4)
September 11 2019 - 4:16PM
Edgar (US Regulatory)
FORM 4
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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).
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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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3235-0287
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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
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Cole G Bradley |
2. Issuer Name and Ticker or Trading Symbol
GENOMIC HEALTH INC
[
GHDX
]
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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) CFO
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(Last)
(First)
(Middle)
301 PENOBSCOT DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/9/2019
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(Street)
REDWOOD CITY, CA 94063
(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
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9/9/2019
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M
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25000
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A
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$28.05
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63970 (1)
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I
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Held by the Cole Family Trust
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Common Stock (2)
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9/9/2019
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S
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17531
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D
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$72.1046 (3)(4)
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46439 (1)
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I
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Held by the Cole Family Trust
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Common Stock (2)
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9/9/2019
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S
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5707
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D
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$73.3509 (3)(5)
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40732 (1)
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I
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Held by the Cole Family Trust
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Common Stock (2)
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9/9/2019
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S
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1762
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D
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$74.0022 (3)(6)
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38970 (1)
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I
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Held by the Cole Family Trust
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Common Stock
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9/10/2019
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M
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18112
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A
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$28.05
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57082 (1)
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I
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Held by the Cole Family Trust
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Common Stock (2)
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9/10/2019
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S
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13303
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D
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$71.595 (3)(7)
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43779 (1)
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I
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Held by the Cole Family Trust
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Common Stock (2)
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9/10/2019
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S
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4809
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D
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$72.3328 (3)(8)
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38970 (1)
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I
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Held by the Cole Family Trust
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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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$28.05
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9/9/2019
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M
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25000
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(9)
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1/31/2023
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Common Stock
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25000
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$0.00
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20000
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D
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Employee Stock Option (right to buy)
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$28.05
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9/10/2019
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M
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18112
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(9)
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1/31/2023
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Common Stock
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18112
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$0.00
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1888
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D
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Explanation of Responses:
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(1)
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Includes an aggregate of 11,794 shares of common stock issuable pursuant to previously reported restricted stock units that have not vested.
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(2)
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These sales of common stock were effected pursuant to Rule 10b5-1 sales plan adopted by the reporting person on March 1, 2019.
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(3)
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Reporting person undertakes to provide upon request by the Securities and Exchange Commission, the issuer or a securityholder of the issuer detailed information regarding the price and number of shares sold within the range indicated.
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(4)
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Represents weighted average sale price. Actual sale prices ranged from $71.69 to $72.67.
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(5)
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Represents weighted average sale price. Actual sale prices ranged from $72.69 to $73.67.
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(6)
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Represents weighted average sale price. Actual sale prices ranged from $73.69 to $74.46.
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(7)
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Represents weighted average sale price. Actual sale prices ranged from $71.07 to $72.06.
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(8)
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Represents weighted average sale price. Actual sale prices ranged from $72.07 to $72.60.
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(9)
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The option became exercisable as to 25% of the shares on January 31, 2014, and became exercisable as to 1/48th of the shares each full month thereafter.
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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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Cole G Bradley 301 PENOBSCOT DRIVE REDWOOD CITY, CA 94063
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CFO
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Signatures
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/s/ Jason W. Radford, Attorney-in-fact
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9/11/2019
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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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