Sec Form 4 Filing - MARCUS JOEL S @ Intra-Cellular Therapies, Inc. - 2019-06-18

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
MARCUS JOEL S
2. Issuer Name and Ticker or Trading Symbol
Intra-Cellular Therapies, Inc. [ ITCI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ALEXANDRIA REAL ESTATE EQUITIES,INC., 26 NORTH EUCLID AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
06/18/2019
(Street)
PASADENA, CA91101
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 06/18/2019 M 14,189 A 64,233( 2 ) D
Common Stock 05/12/2022 S 10,000 D $ 55 54,233 D
Common Stock 10,000( 3 ) I See Footnote( 4 )
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
Restricted Stock Units ( 1 ) 06/18/2019 M 14,189 ( 5 ) ( 5 ) Common Stock 14,189 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MARCUS JOEL S
C/O ALEXANDRIA REAL ESTATE EQUITIES,INC.
26 NORTH EUCLID AVENUE
PASADENA, CA91101
X
Signatures
/s/ Lawrence J. Hineline, Attorney-in-fact 05/13/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit represents a contingent right to receive one share of common stock.
( 2 )Includes 7,297 shares previously reported as sold from the reporting person's direct holdings, which were actually sold by Alexandria Real Estate Equities, Inc.
( 3 )Reflects the deduction of the 7,297 shares described in footnote (2). The reported amount also excludes 9,619 shares that were previously reported as indirectly held, but in which the reporting person had no pecuniary interest.
( 4 )Represents securities held of record by Alexandria Real Estate Equities, Inc. The reporting person is the Executive Chairman & Founder of Alexandria Real Estate Equities, Inc. and may therefore be deemed to have voting and investment power with respect to the shares owned by Alexandria Real Estate Equities, Inc. The reporting person disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.
( 5 )On June 18, 2018, the reporting person was granted 14,189 restricted stock units, vesting on the first anniversary of the grant date (June 18, 2019).

Remarks:
Shares previously reported as held by the Joel S. Marcus and Barbara A. Marcus Family Trust are now reported as being held directly by the reporting person.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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