Sec Form 4 Filing - Kuch John J @ Xencor Inc - 2016-08-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Kuch John J
2. Issuer Name and Ticker or Trading Symbol
Xencor Inc [ XNCR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President, Finance
(Last) (First) (Middle)
C/O XENCOR, INC., 111 WEST LEMON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
08/24/2016
(Street)
MONROVIA, CA91016
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/24/2016 M 14,350 A $ 11.05 92,078 D
Common Stock 08/24/2016 S 16,405 D $ 21.76 ( 1 ) 75,673 D
Common Stock 08/24/2016 S 8,595 D $ 22.32 ( 2 ) 67,078 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 11.05 08/24/2016 M 14,350 ( 3 ) 02/20/2024 Common Stock 14,350 $ 0 55,650 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kuch John J
C/O XENCOR, INC.
111 WEST LEMON AVENUE
MONROVIA, CA91016
Vice President, Finance
Signatures
/s/ John J. Kuch 08/25/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The weighted average sale price for the transaction reported was $21.76, and the range of prices were between $21.11 and $22.075. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.
( 2 )The weighted average sale price for the transaction reported was $22.32, and the range of prices were between $22.25 and $22.35. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price will be provided.
( 3 )25% of the shares subject to the option shall vest on the one year anniversary of February 21, 2014 (the "Vesting Commencement Date"), and 1/48th of the shares shall vest monthly thereafter, such that the option shall be fully vested on the four year anniversary of the Vesting Commencement Date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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