Shares, warrants or other rights to acquire shares awarded to, exercised by or expired for the Galapagos NV Executive Committee members during financial year 2015
In 2015, only warrants were offered to the members of the Executive Committee, and no shares or other rights to acquire shares were awarded. No warrants expired for members of the Executive Committee in 2015 and, in aggregate, 243,126 warrants were exercised by members of the Executive Committee in 2015 (228,126 warrants were exercised by Onno van de Stolpe, 7,500 warrants by Piet Wigerinck and 7,500 warrants by Andre Hoekema). The Board of Directors does not consider the granted warrants as a variable remuneration, as they are not subject to any performance criteria. The following number of warrants were offered to and accepted by members of the Executive Committee in 2015: (i) under Warrant Plan 2015, issued by the Board of Directors under the authorized capital on 30 April 2015, to Mr. Van de Stolpe: 100,000 warrants, to each of Dr. Wigerinck and Dr. Hoekema: 30,000 warrants and to Mr. Filius: 15,000 warrants; and (ii) under Warrant Plan 2015 (B), issued by the Board of Directors under the authorized capital on 21 December 2015, to Mr. Van de Stolpe: 100,000 warrants, to each of Dr. Wigerinck and Mr. Filius: 50,000 warrants and to Dr. Hoekema: 40,000 warrants.
The warrants issued under Warrant Plan 2015 have an exercise price of €28.75 per warrant, a life time of 8 years, and vest only and fully at the end of the third calendar year after the year of the grant, except for Mr. Van de Stolpe, whose warrants vest over a period of 36 months at a rate of 1/36th per month. The warrants cannot be exercised prior to the end of the third calendar year after the year of the grant; they are not transferable, and each warrant gives the right to subscribe to one share of Galapagos NV.
The warrants issued under Warrant Plan 2015 (B) have an exercise price of €49.00 per warrant, a life time of 8 years, vest only and fully on the third anniversary of the notary deed enacting the acceptance of the warrants, except for Mr. Van de Stolpe, whose warrants vest over a period of 36 months at a rate of 1/36th per month. The warrants cannot be exercised prior to the third anniversary of the notary deed enacting the acceptance of the warrants. They are not transferable, and each warrant gives the right to subscribe to one share of Galapagos NV.
At the end of 2015, Mr. Van de Stolpe owned 538.289 shares of Galapagos NV and 636,874 warrants. The other members of the Executive Committee held an aggregate of 17,852 shares and 740,000 warrants. The other members of the Board held an aggregate of 16,074 shares and 115,730 warrants. Each warrant entitles its holder to subscribe to one share of Galapagos NV. This does however not take into account the warrants offered under Warrant Plan 2015 (B). These warrants were offered on 22 December 2015 subject to acceptance by the beneficiaries; as per 31 December 2015, they were not yet formally accepted nor issued.