Subscription rights awarded, exercised or expired
In 2020, we issued two subscription right plans for the benefit of employees of the group and of management board members: Subscription Right Plan 2020 and Subscription Right Plan 2020 RMV. The management board members were offered new subscription rights under Subscription Right Plan 2020, subject to acceptance. Subscription rights is the new term for instruments formerly referred to as “warrants” under the new Belgian Companies Code. The final number of accepted subscription rights under Subscription Right Plan 2020 was enacted by notary deed of 2 July 2020. The table below sets forth the numbers of subscription rights offered and accepted by each management board member in 2020 under Subscription Right Plan 2020.
The main characteristics of the subscription right plans are as follows:
- The subscription rights are offered for no consideration;
- The subscription rights typically have a lifetime of eight years and a vesting period of three years after the year of grant;
- Forfeiture rules apply in case of termination prior to the end of the vesting period; and
- The subscription rights are not transferable.
Under Subscription Right Plan 2020, the subscription rights have a lifetime of eight years and an exercise price of €168.42. Each subscription right gives the right to subscribe for one new Galapagos share. For all the beneficiaries, the subscription rights vest only and fully on the first day of the fourth calendar year following the calendar year in which the grant was made. The subscription rights can in principle not be exercised prior to 1 January 2024. The table below sets forth the main characteristics for subscription right plans issued during previous years.
As from 1 January 2020, Galapagos no longer grants any subscription rights to supervisory board members, taking into account the stricter rules of the Belgian Companies Code and provision 7.6 of the 2020 Code, which stipulates that non-executive directors should not be entitled to receive stock options. Prior to 2020, supervisory board members were granted subscription rights and hence the table below also contains disclosures for supervisory board members.
No subscription rights expired for management board or supervisory board members in 2020.
The table below sets forth the subscription rights outstanding and exercisable per 31 December 2020 for the management board and supervisory board members, the subscription rights awarded to the management board members during 2020 and exercised by the management board or supervisory board members in 2020:
|
Plan(1) |
Grant |
Vesting |
Exercise |
Exercise price |
Number of SRs outstanding per 31/12/2020 |
Number of SRs exercisable per 31/12/2020 |
SRs offered & accepted during 2020 |
SRs exercised during 2020 |
SRs expired in 2020 |
||
Supervisory board members |
||||||||||||
Dr. Rajesh Parekh |
WP 2016 |
16/08/2016 |
36 months |
01/01/2020 – |
€ 46.10 |
|
|
|
15,000 |
|
||
WP 2017 |
30/08/2017 |
36 months |
01/01/2021 – |
€ 80.57 |
15,000 |
|
|
|
|
|||
WP 2018 |
24/08/2018 |
36 months |
01/01/2022 – |
€ 79.88 |
15,000 |
|
|
|
|
|||
WP 2019 |
12/07/2019 |
36 months |
01/01/2023 – |
€ 95.11 |
15,000 |
|
|
|
|
|||
Mr. Howard Rowe |
WP 2012 |
09/03/2012 |
36 months |
01/01/2016 – |
€ 14.19 |
|
|
|
2,520 |
|
||
WP 2013 |
16/05/2013 |
36 months |
01/01/2017 – |
€ 19.38 |
|
|
|
2,520 |
|
|||
WP 2014 |
25/07/2014 |
36 months |
01/01/2018 – |
€ 14.54 |
2,520 |
2,520 |
|
|
|
|||
WP 2015 |
30/04/2015 |
36 months |
01/01/2019 – |
€ 28.75 |
2,520 |
2,520 |
|
|
|
|||
WP 2015.B |
02/03/2016 |
36 months |
02/03/2019 – |
€ 49.00 |
7,500 |
7,500 |
|
|
|
|||
WP 2016 |
16/08/2016 |
36 months |
01/01/2020 – |
€ 46.10 |
7,500 |
7,500 |
|
|
|
|||
WP 2017 |
30/08/2017 |
36 months |
01/01/2021 – |
€ 80.57 |
7,500 |
|
|
|
|
|||
WP 2018 |
24/08/2018 |
36 months |
01/01/2022 – |
€ 79.88 |
7,500 |
|
|
|
|
|||
WP 2019 |
12/07/2019 |
36 months |
01/01/2023 – |
€ 95.11 |
7,500 |
|
|
|
|
|||
Ms. Katrine Bosley |
WP 2015 |
30/04/2015 |
36 months |
01/01/2019 – |
€ 28.75 |
2,520 |
2,520 |
|
|
|
||
WP 2015.B |
02/03/2016 |
36 months |
02/03/2019 – |
€ 49.00 |
7,500 |
7,500 |
|
|
|
|||
WP 2016 |
16/08/2016 |
36 months |
01/01/2020 – |
€ 46.10 |
7,500 |
7,500 |
|
|
|
|||
WP 2017 |
30/08/2017 |
36 months |
01/01/2021 – |
€ 80.57 |
7,500 |
|
|
|
|
|||
WP 2018 |
24/08/2018 |
36 months |
01/01/2022 – |
€ 79.88 |
7,500 |
|
|
|
|
|||
WP 2019 |
12/07/2019 |
36 months |
01/01/2023 – |
€ 95.11 |
7,500 |
|
|
|
|
|||
Dr. Mary Kerr |
WP 2017 |
30/08/2017 |
36 months |
01/01/2021 – |
€ 80.57 |
7,500 |
|
|
|
|
||
WP 2018 |
24/08/2018 |
36 months |
01/01/2022 – |
€ 79.88 |
7,500 |
|
|
|
|
|||
WP 2019 |
12/07/2019 |
36 months |
01/01/2023 – |
€ 95.11 |
7,500 |
|
|
|
|
|||
Mr. Peter Guenter |
WP 2019 |
12/07/2019 |
36 months |
01/01/2023 – |
€ 95.11 |
7,500 |
|
|
|
|
||
Dr. Elisabeth Svanberg |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
||
Dr. Linda Higgins |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
||
Mr. Daniel O'Day |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
||
Management board members |
||||||||||||
Mr. Onno van de Stolpe |
WP 2012 |
11/02/2012 |
36 months |
01/01/2016 – |
€ 14.19 |
|
|
|
55,000 |
0 |
||
WP 2013 |
29/07/2013 |
36 months |
01/01/2017 – |
€ 19.38 |
41,874 |
41,874 |
|
30,000 |
0 |
|||
WP 2014 |
14/10/2014 |
36 months |
01/01/2018 – |
€ 14.54 |
100,000 |
100,000 |
|
|
0 |
|||
WP 2015 |
29/06/2015 |
36 months |
01/01/2019 – |
€ 28.75 |
100,000 |
100,000 |
|
|
0 |
|||
WP 2015.B |
02/03/2016 |
36 months |
02/03/2019 – |
€ 49.00 |
100,000 |
100,000 |
|
|
0 |
|||
WP 2016 |
31/07/2016 |
36 months |
01/01/2020 – |
€ 46.10 |
100,000 |
100,000 |
|
|
0 |
|||
WP 2017 |
30/08/2017 |
36 months |
01/01/2021 – |
€ 80.57 |
100,000 |
|
|
|
0 |
|||
WP 2018 |
18/06/2018 |
36 months |
01/01/2022 – |
€ 79.88 |
100,000 |
|
|
|
0 |
|||
WP 2019 |
12/07/2019 |
36 months |
01/01/2023 – |
€ 95.11 |
100,000 |
|
|
|
0 |
|||
SR Plan 2020 |
16/06/2020 |
100% 3rd year after year of grant |
01/01/2024 – |
€ 168.42 |
85,000 |
|
85,000 |
|
0 |
|||
Mr. Bart Filius |
WP 2015.B |
02/03/2016 |
100% 3rd year after year of grant |
02/03/2019 – |
€ 49.00 |
|
|
|
50,000 |
0 |
||
WP 2016 |
31/07/2016 |
100% 3rd year after year of grant |
01/01/2020 – |
€ 46.10 |
|
|
|
60,000 |
0 |
|||
WP 2017 |
30/08/2017 |
100% 3rd year after year of grant |
01/01/2021 – |
€ 80.57 |
60,000 |
|
|
|
0 |
|||
WP 2018 |
18/06/2018 |
100% 3rd year after year of grant |
01/01/2022 – |
€ 79.88 |
80,000 |
|
|
|
0 |
|||
WP 2019 |
12/07/2019 |
100% 3rd year after year of grant |
01/01/2023 – |
€ 95.11 |
65,000 |
|
|
|
0 |
|||
SR Plan 2020 |
16/06/2020 |
100% 3rd year after year of grant |
01/01/2024 – |
€ 168.42 |
50,000 |
|
50,000 |
|
0 |
|||
Dr. Andre Hoekema |
WP 2012 |
11/02/2012 |
100% 3rd year after year of grant |
01/01/2016 – |
€ 14.19 |
|
|
|
20,000 |
0 |
||
WP 2013 |
29/07/2013 |
100% 3rd year after year of grant |
01/01/2017 – |
€ 19.38 |
|
|
|
20,000 |
0 |
|||
WP 2014 |
14/10/2014 |
100% 3rd year after year of grant |
01/01/2018 – |
€ 14.54 |
30,000 |
30,000 |
|
10,000 |
0 |
|||
WP 2015 |
29/06/2015 |
100% 3rd year after year of grant |
01/01/2019 – |
€ 28.75 |
30,000 |
30,000 |
|
|
0 |
|||
WP 2015.B |
02/03/2016 |
100% 3rd year after year of grant |
02/03/2019 – |
49 |
40,000 |
40,000 |
|
|
0 |
|||
WP 2016 |
31/07/2016 |
100% 3rd year after year of grant |
01/01/2020 – |
€ 46.10 |
55,000 |
55,000 |
|
|
0 |
|||
WP 2017 |
30/08/2017 |
100% 3rd year after year of grant |
01/01/2021 – |
€ 80.57 |
60,000 |
|
|
|
0 |
|||
WP 2018 |
18/06/2018 |
100% 3rd year after year of grant |
01/01/2022 – |
€ 79.88 |
50,000 |
|
|
|
0 |
|||
WP 2019 |
12/07/2019 |
100% 3rd year after year of grant |
01/01/2023 – |
€ 95.11 |
50,000 |
|
|
|
0 |
|||
SR Plan 2020 |
16/06/2020 |
100% 3rd year after year of grant |
01/01/2024 – |
€ 168.42 |
30,000 |
|
30,000 |
|
0 |
|||
Dr. Piet Wigerinck |
WP 2013 |
15/07/2013 |
100% 3rd year after year of grant |
01/01/2017 – |
€ 19.38 |
|
|
|
10,000 |
0 |
||
WP 2014 |
09/23/2014 |
100% 3rd year after year of grant |
01/01/2018 – |
€ 14.54 |
|
|
|
40,000 |
0 |
|||
WP 2015 |
29/06/2015 |
100% 3rd year after year of grant |
01/01/2019 – |
€ 28.75 |
|
|
|
30,000 |
0 |
|||
WP 2015.B |
02/03/2016 |
100% 3rd year after year of grant |
02/03/2019 – |
€ 49.00 |
40,000 |
40,000 |
|
10,000 |
0 |
|||
WP 2016 |
16/08/2016 |
100% 3rd year after year of grant |
01/01/2020 – |
€ 46.10 |
60,000 |
60,000 |
|
|
0 |
|||
WP 2017 |
30/08/2017 |
100% 3rd year after year of grant |
01/01/2021 – |
€ 80.57 |
60,000 |
|
|
|
0 |
|||
WP 2018 |
18/06/2018 |
100% 3rd year after year of grant |
01/01/2022 – |
€ 79.88 |
60,000 |
|
|
|
0 |
|||
WP 2019 |
12/07/2019 |
100% 3rd year after year of grant |
01/01/2023 – |
€ 95.11 |
50,000 |
|
|
|
0 |
|||
SR Plan 2020 |
16/06/2020 |
100% 3rd year after year of grant |
01/01/2024 – |
€ 168.42 |
40,000 |
|
40,000 |
|
0 |
|||
Dr. Walid Abi-Saab |
WP 2016.B |
06/04/2017 |
100% 3rd year after year of grant |
06/04/2020 – |
€ 62.50 |
10,000 |
10,000 |
|
140,000 |
0 |
||
WP 2017 |
30/08/2017 |
100% 3rd year after year of grant |
01/01/2021 – |
€ 80.57 |
45,000 |
|
|
|
0 |
|||
WP 2018 |
18/06/2018 |
100% 3rd year after year of grant |
01/01/2022 – |
€ 79.88 |
60,000 |
|
|
|
0 |
|||
WP 2019 |
12/07/2019 |
100% 3rd year after year of grant |
01/01/2023 – |
€ 95.11 |
50,000 |
|
|
|
0 |
|||
SR Plan 2020 |
23/06/2020 |
100% 3rd year after year of grant |
01/01/2024 – |
€ 168.42 |
40,000 |
|
40,000 |
|
0 |
|||
Mr. Michele Manto |
WP 2017 |
30/08/2017 |
100% 3rd year after year of grant |
01/01/2021 – |
€ 80.57 |
60,000 |
|
|
|
0 |
||
WP 2018 |
18/06/2018 |
100% 3rd year after year of grant |
01/01/2022 – |
€ 79.88 |
30,000 |
|
|
|
0 |
|||
WP 2019 |
12/07/2019 |
100% 3rd year after year of grant |
01/01/2023 – |
€ 95.11 |
40,000 |
|
|
|
0 |
|||
SR Plan 2020 |
16/06/2020 |
100% 3rd year after year of grant |
01/01/2024 – |
€ 168.42 |
30,000 |
|
30,000 |
|
0 |
|||
|
||||||||||||
At the end of 2020, Mr. Onno van de Stolpe held 481,139 shares of Galapagos NV and 826,874 subscription rights, Mr. Bart Filius held 25,000 shares and 255,000 subscription rights, Dr. Piet Wigerinck held 55,200 shares and 310,000 subscription rights, Dr. Walid Abi-Saab held 2,500 shares and 205,000 subscription rights, Dr. Andre Hoekema held 42,857 shares and 345,000 subscription rights, and Mr. Michele Manto held 1,000 shares and 160,000 subscription rights.