Sec Form 4 Filing - Babich Michael L @ Insys Therapeutics, Inc. - 2015-03-16

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
Babich Michael L
2. Issuer Name and Ticker or Trading Symbol
Insys Therapeutics, Inc. [ INSY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
444 SOUTH ELLIS STREET
3. Date of Earliest Transaction (MM/DD/YY)
03/16/2015
(Street)
CHANDLER, AZ85224
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 03/16/2015 M 30,000 A $ 3.25 202,752 ( 1 ) D
Common Stock 03/16/2015 M 45,755 A $ 2.36 248,507 D
Common Stock 03/16/2015 M 1,845 A $ 7.26 250,352 D
Common Stock 03/16/2015 S 8,224 D $ 57.91 ( 2 ) 242,128 D
Common Stock 03/16/2015 S 23,500 D $ 59.07 ( 3 ) 218,628 D
Common Stock 03/16/2015 S 13,546 D $ 59.71 ( 4 ) 205,082 D
Common Stock 03/16/2015 S 2,330 D $ 60.62 ( 5 ) 202,752 D
Common Stock 03/17/2015 M 27,400 A $ 7.26 230,152 D
Common Stock 03/17/2015 S 12,500 D $ 57.21 ( 6 ) 217,652 D
Common Stock 03/17/2015 S 13,300 D $ 58.12 ( 7 ) 204,352 D
Common Stock 03/17/2015 S 1,600 D $ 58.95 ( 8 ) 202,752 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) $ 3.25 03/16/2015 M 30,000 ( 9 ) 03/27/2021 Common Stock 30,000 $ 0 43,034 D
Stock Option (right to buy) $ 2.36 03/16/2015 M 45,755 ( 10 ) 12/26/2022 Common Stock 45,755 $ 0 117,995 D
Stock Option (right to buy) $ 7.26 ( 11 ) 03/16/2015 M 1,845 ( 12 ) 05/13/2023 Common Stock 1,845 $ 0 373,155 ( 13 ) D
Stock Option (right to buy) $ 7.26 03/16/2015 M 27,400 ( 12 ) 05/13/2023 Common Stock 27,400 $ 0 345,755 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Babich Michael L
444 SOUTH ELLIS STREET
CHANDLER, AZ85224
X President and CEO
Signatures
/s/ Michael Babich 03/18/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 457 shares acquired by the Reporting Person on December 10, 2014 pursuant to the Issuer's ESPP.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.44 to $58.41, inclusive.
( 3 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.46 to $59.45, inclusive.
( 4 )The price reported in Column 4 is a weighted average price. These shar es were sold in multiple transactions at prices ranging from $59.46 to $60.41, inclusive.
( 5 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.46 to $60.86, inclusive.
( 6 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.67 to $57.66, inclusive.
( 7 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.70 to $58.70, inclusive.
( 8 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.73 to $59.20, inclusive.
( 9 )The option vests in 48 equal monthly installments and will be fully vested and exercisable on March 28, 2015.
( 10 )The option vests in 36 equal monthly installments and will be fully vested and exercisable on December 27, 2015.
( 11 )The exercise price reflects a 3-for-2 stock split effected by the Issuer on March 28, 2014
( 12 )The option vests in 48 equal monthly installments and will be fully vested and exercisable on May 14, 2017.
( 13 )On March 28, 2014, the Issuer effected a 3-for-2 stock split, resulting in the reporting person's ownership of 125,000 additional options

Remarks:
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. 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 purchased at each separate price within the ranges set forth above.

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