Sec Form 4 Filing - JACOBS CINDY @ ONCOGENEX PHARMACEUTICALS, INC. - 2016-06-13

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
JACOBS CINDY
2. Issuer Name and Ticker or Trading Symbol
ONCOGENEX PHARMACEUTICALS, INC. [ OGXI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, CMO
(Last) (First) (Middle)
19820 NORTH CREEK PARKWAY, SUITE 201
3. Date of Earliest Transaction (MM/DD/YY)
06/13/2016
(Street)
BOTHELL, WA98011
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 06/13/2016 M 5,000 ( 1 ) A $ 0 78,853 D
Common Stock 06/13/2016 S 1,437 ( 2 ) D $ 1.0254 ( 3 ) 77,416 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
Restricted Stock Unit (RSU) ( 4 ) 06/13/2016 M 5,000 ( 5 ) 06/12/2018 Common Stock 5,000 $ 0 10,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JACOBS CINDY
19820 NORTH CREEK PARKWAY, SUITE 201
BOTHELL, WA98011
EVP, CMO
Signatures
Sandra Thomson as attorney-in-fact for Cindy Jacobs 06/15/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of common stock acquired upon settlement of the restricted stock units ("RSUs") listed in Table II.
( 2 )Represents shares of common stock that have been sold by the issuer to satisfy the tax liability in connection with the settlement of RSUs.
( 3 )The price reported reflects the weighted average sales price. These shares were sold in multiple transactions at prices ranging from $1.01 to $1.045 per share, inclusive. The reporting person hereby undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 4 )Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock at settlement.
( 5 )Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of June 12, 2014; and (ii) the first day thereafter during which the issuer's trading window is open, subject to the reporting person's provision of service to the issuer on each vesting date.

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* 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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