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Post by mango on Mar 2, 2022 10:43:51 GMT -5
1. I went back and looked at the prior MNKD news releases related to the acquisition of shares and noted this: February 9, 2022 A Form 4/A has been filed with the United States Securities and Exchange Commission. March 1, 2022 A Form 4 has been filed with the United States Securities and Exchange Commission. 2. I looked at the Explanation of Responses (footnotes) section in the February 9, 2022 Form 4A and it states: "The reporting person purchased shares through the Company's Employee Stock Purchase Plan on January 31, 2022. The amended number of shares purchased were limited by Section 423(b)(8) of the Code." I compared that to the Form 4 announcement of March 2, 2022 which was left blank. As you can see, in the "Explanation of Responses", the latest announcement was blank, indicating that this was not a purchase via the Employee Stock Option Plan. This left me to dig further so I found more Form 4s and the Explanation of Responses (if any), to determine the difference from "open market buys" and "Employee Stock Options". February 2, 2022, 1. The reporting person purchased shares through the Company's Employee Stock Purchase Plan effective January 31, 2022. August 2, 2021, 1. The reporting person purchased shares through the Company's Employee Stock Purchase Plan effective July 31, 2021 representing the maximum allowable under the Plan for this period May 20,2021, 1.Each restricted stock unit represents a contingent right to receive one share of MNKD common stock. 2. Annual Equity Award: Restricted stock unit shall vest immediately, but the shares shall not be delivered until there is a separation of service, such as through resignation or retirement from the Board or his or her death. 3. Annual Retainer: Award granted in lieu of annual cash retainer payment. Restricted stock unit shall vest immediately, but the shares shall not be delivered until there is a separation of service, such as through resignation or retirement from the Board or his or her death. There are similarities to each form; All are coded (P), (A) and (D). Purchase, Acquired, Direct, with the exception of when there are footnotes. If there are footnotes in the Explanation of Responses it is coded P1. Finally, there does not seem to be a blackout period since the FDA announced the delay until May before a decision is made. This left an open window, that is about to be slammed shut very soon, for these buys. Therefore, I'm going to conclude that these are open market buys based on the differences I outlined as well as the blackout period being lifted. This is what I'm thinking as well. Every time I have seen form 4s related to options it always includes in green font or some text at the bottom explaining what the form 4 represents (ie option, employee option plan, etc). These had no explanations at the bottom which indicates to me an open market buy. |
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Post by kc on Mar 2, 2022 10:45:30 GMT -5
It looked like an open market by to me. I went back to check the coding at the SEC website.
It gave me the opportunity / confidence to make another foolish buy of mankind stock.
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Post by awesomo on Mar 2, 2022 12:48:29 GMT -5
Whatever it was (open market, options exercise, employee purchase plan, etc.), they bought shares at current market price, which is never a bad sign.
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Post by boca1girl on Mar 2, 2022 12:51:28 GMT -5
I thought the same, open market buy based on the info or lack there of, on the forms.
The purchases were made on 2/28 for $2.71 and all were made at the same price. On that day, the stock traded between 2.49 - 2.70 according to Yahoo Finance. I wonder if the shares were bought from the ATM shares registered with Cantor Fitzgerald? If not, a broker placed a block trade that they all participated in. I can’t guess why there is a penny mismatch to the daily high.
Normally, when options are converted to shares, you’ll see sales to compensate for the tax consequences.
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Post by sr71 on Mar 2, 2022 13:28:14 GMT -5
I thought the same, open market buy based on the info or lack there of, on the forms. The purchases were made on 2/28 for $2.71 and all were made at the same price. On that day, the stock traded between 2.49 - 2.70 according to Yahoo Finance. I wonder if the shares were bought from the ATM shares registered with Cantor Fitzgerald? If not, a broker placed a block trade that they all participated in. I can’t guess why there is a penny mismatch to the daily high. Normally, when options are converted to shares, you’ll see sales to compensate for the tax consequences. boca - It has been my experience that options exercised to Buy the underlying stock are not taxable events. However, the original cost of the options are added to the basis of the stock purchase. I'm perfectly willing to be corrected if mistaken.  |
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Post by castlerockchris on Mar 2, 2022 13:55:00 GMT -5
Exercising options does not trigger a tax event until they are sold, at which time they will pay a capital gains tax on the difference between the exercise price and the sale price. The capital gain tax can be short or long term depending on when the stock is ultimately sold. The person exercising the option pays the exercise price in cash. Sometimes companies loan executives money to exercise options. My guess without doing a ton of research is that these options were exercised because they may have been about to expire (hence the number of people exercising all at the same time). Options grants come with expiration dates, mine have all been 4 years from the date of granting with a set number of shares vesting each year.
Another interesting thought is that these people all exercised at the same time to a) send a message to shareholders (unlikely), b) they are buying now so that they can sell a year from now, qualifying stock for a long term capital gains tax treatment. One would only due this if you were extremely confident the stock would be significantly higher in a year. Which would lead someone to assume that an event was going to happen within 12 months. There- let the speculation begin (Tyvaso approval, favorable early readout on Peds trial, a new deal in the works).
For now, I am going with the option grant was about to expire.
There are also restricted share grants, which is what might have some people thinking it created a tax event. Restricted share grants are shares that are given to the employee or person when certain miles stones or tenure are achieved. This is technically a taxable event as the stock is "given" to the employee or person, and is considered income. They pay income tax upon the delivery, which is why you see people selling a portion of their shares to cover the income tax. After that, the cost basis is the grant price and capital gains is paid on any gain in the year they are sold.
At least that is how it has always worked for me.
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Post by sweedee79 on Mar 2, 2022 14:53:45 GMT -5
Exercising options does not trigger a tax event until they are sold, at which time they will pay a capital gains tax on the difference between the exercise price and the sale price. The capital gain tax can be short or long term depending on when the stock is ultimately sold. The person exercising the option pays the exercise price in cash. Sometimes companies loan executives money to exercise options. My guess without doing a ton of research is that these options were exercised because they may have been about to expire (hence the number of people exercising all at the same time). Options grants come with expiration dates, mine have all been 4 years from the date of granting with a set number of shares vesting each year. Another interesting thought is that these people all exercised at the same time to a) send a message to shareholders (unlikely), b) they are buying now so that they can sell a year from now, qualifying stock for a long term capital gains tax treatment. One would only due this if you were extremely confident the stock would be significantly higher in a year. Which would lead someone to assume that an event was going to happen within 12 months. There- let the speculation begin (Tyvaso approval, favorable early readout on Peds trial, a new deal in the works). For now, I am going with the option grant was about to expire. There are also restricted share grants, which is what might have some people thinking it created a tax event. Restricted share grants are shares that are given to the employee or person when certain miles stones or tenure are achieved. This is technically a taxable event as the stock is "given" to the employee or person, and is considered income. They pay income tax upon the delivery, which is why you see people selling a portion of their shares to cover the income tax. After that, the cost basis is the grant price and capital gains is paid on any gain in the year they are sold. At least that is how it has always worked for me. I don't think it's unlikely that they exercised options to send a message to shareholders if they are confident that Tyvaso will be approved... I'm still out... But this was a stroke of confidence ... Unless of course the options were about to expire.. |
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Post by hellodolly on Mar 2, 2022 15:26:10 GMT -5
Exercising options does not trigger a tax event until they are sold, at which time they will pay a capital gains tax on the difference between the exercise price and the sale price. The capital gain tax can be short or long term depending on when the stock is ultimately sold. The person exercising the option pays the exercise price in cash. Sometimes companies loan executives money to exercise options. My guess without doing a ton of research is that these options were exercised because they may have been about to expire (hence the number of people exercising all at the same time). Options grants come with expiration dates, mine have all been 4 years from the date of granting with a set number of shares vesting each year. Another interesting thought is that these people all exercised at the same time to a) send a message to shareholders (unlikely), b) they are buying now so that they can sell a year from now, qualifying stock for a long term capital gains tax treatment. One would only due this if you were extremely confident the stock would be significantly higher in a year. Which would lead someone to assume that an event was going to happen within 12 months. There- let the speculation begin (Tyvaso approval, favorable early readout on Peds trial, a new deal in the works). For now, I am going with the option grant was about to expire. There are also restricted share grants, which is what might have some people thinking it created a tax event. Restricted share grants are shares that are given to the employee or person when certain miles stones or tenure are achieved. This is technically a taxable event as the stock is "given" to the employee or person, and is considered income. They pay income tax upon the delivery, which is why you see people selling a portion of their shares to cover the income tax. After that, the cost basis is the grant price and capital gains is paid on any gain in the year they are sold. At least that is how it has always worked for me. I don't think it's unlikely that they exercised options to send a message to shareholders if they are confident that Tyvaso will be approved... I'm still out... But this was a stroke of confidence ... Unless of course the options were about to expire.. On Feb 02, 2022 (some 30 days ago or so) they purchased shares through the Employee Stock Purchase Plan effective January 31, 2022. Not sure they would have that same option so soon, near 30 days from the last option???. Prior to that date, it was six months prior in August 2021. |
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Post by sweedee79 on Mar 2, 2022 15:33:00 GMT -5
Does it really matter whether or not these were open market buys? Whatever it was ,it had the same result!!
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Post by sayhey24 on Mar 2, 2022 16:02:52 GMT -5
Does it really matter whether or not these were open market buys? Whatever it was ,it had the same result!! You are correct. It doesn't much matter except if the options were exercised direct with MNKD the money went to the treasury which is a bonus. The reality is Mike and team now have a boat load of stock and Mike can be a very rich man if he can realize the potential MNKD has. I am hoping for the best. |
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Post by radgray68 on Mar 4, 2022 11:53:37 GMT -5
I like it all. The purchases, the timing, the "skin in the game" and the message that sends, all of it.
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Post by nxc2 on Mar 7, 2022 16:08:13 GMT -5
Got response
"The insider buys were all open market purchases. None of the reported transactions related to equity awards."
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Post by akemp3000 on Mar 7, 2022 16:33:57 GMT -5
Martine's $105M to expedite approval hasn't exactly been a success but these big insider buys speak volumes as to management's belief that UTHR approval and other good things are coming soon, hopefully in May.
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Post by mytakeonit on Mar 7, 2022 17:50:34 GMT -5
More $$$ coming in April ... so April is the great month.
But, that's mytakeonit
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Post by mango on Mar 7, 2022 18:26:18 GMT -5
They were all open market buys per MannKind IR.  |
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