Stephen Basso - 31 Aug 2023 Form 4 Insider Report for Innoviva, Inc. (INVA)

Role: Chief Financial Officer
Signature: /s/ Stephen Basso
Issuer symbol: INVA
Transactions as of: 31 Aug 2023
Net transactions value: $0
Form type: 4
Filing time: 31 Aug 2023, 20:12:03 UTC
Previous filing: 31 Aug 2023
Next filing: 07 Mar 2024
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	INVA	Nonqualified Stock Option	Award	$0	+150,000		$0.000000	150,000	31 Aug 2023	Common Stock	150,000	$12.75	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	25% of the options will vest on November 20, 2024 and the balance will vest in twelve (12) substantially equal installments thereafter on each three (3) month anniversary of the initial vesting date, in each case, subject to Mr. Basso's continuous service through the applicable vesting date, with accelerated vesting (i) in the event of a "change in control" (as defined in the Issuer's 2012 Equity Incentive Plan) in which the options are not assumed or replaced, or (ii) in the event that Mr. Basso experiences a termination of employment by the Innoviva, Inc. without "cause" or by Mr. Basso for "good reason" (each as defined in Mr. Basso's employment agreement) within 12 months following a "change in control," subject to an effective release of claims.

Content

25% of the options will vest on November 20, 2024 and the balance will vest in twelve (12) substantially equal installments thereafter on each three (3) month anniversary of the initial vesting date, in each case, subject to Mr. Basso's continuous service through the applicable vesting date, with accelerated vesting (i) in the event of a "change in control" (as defined in the Issuer's 2012 Equity Incentive Plan) in which the options are not assumed or replaced, or (ii) in the event that Mr. Basso experiences a termination of employment by the Innoviva, Inc. without "cause" or by Mr. Basso for "good reason" (each as defined in Mr. Basso's employment agreement) within 12 months following a "change in control," subject to an effective release of claims.