Sec Form 4 Filing - OCAMPO CHRISTINE @ AVANIR PHARMACEUTICALS, INC. - 2012-09-17

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
OCAMPO CHRISTINE
2. Issuer Name and Ticker or Trading Symbol
AVANIR PHARMACEUTICALS, INC. [ AVNR]
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)
20 ENTERPRISE, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
09/17/2012
(Street)
ALISO VIEJO, CA92656
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 09/17/2012 M 65,000 A $ 0.53 123,246 ( 1 ) D
Common Stock 09/17/2012 S( 2 ) 65,000 D $ 3.4896 ( 3 ) 58,246 ( 1 ) D
Common Stock 3,000 I By Individual Retirement Account
Common Stock 11,900 I By spouse ( 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
Employee Stock Option (right to buy) $ 0.53 09/17/2012 M 65,000 ( 5 ) 12/16/2018 Common Stock 65,000 $ 0 65,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
OCAMPO CHRISTINE
20 ENTERPRISE, SUITE 200
ALISO VIEJO, CA92656
Vice President, Finance
Signatures
/s/ Christine Ocampo 09/18/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes previously reported shares of common stock underlying Restricted Stock Units granted to the Reporting Person, which are subject to certain vesting conditions.
( 2 )The sales reported on this Form 4 were effected pursuant to a trading plan adopted pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. A portion of the proceeds from the sale will be used to pay required tax withholdings due upon the vesting of Restricted Stock Units granted to the Reporting Person. Following the sales reported on this Form 4, the Reporting Person has a total of 191,057 options to purchase shares of common stock that are vested and immediately exercisable and 209,193 options to purchase shares of common stock that have not yet vested. Following the sales reported on this Form 4, the Reporting Person also has 25,625 unvested Restricted Stock Units, of which 13,750 are performance-based Restricted Stock Units.
( 3 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.41 to $3.58, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
( 4 )The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 5 )This option, representing a right to purchase a total of 130,000 shares, became exercisable with respect to one-quarter of the underlying shares on December 18, 2009, which was the first anniversary of the date on which the option was granted. The remaining shares vest quarterly thereafter over the next three years.

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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