Innoviva, Inc. — Director's Dealing 2012

Oct 18, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: THERAVANCE INC (THRX)
CIK: 0001080014
Period of Report: 2012-10-15

Reporting Person: Shafer Bradford J (Sr VP, Gen. Counsel, Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-15	Common Stock	A	5000	—	Acquired	342624	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2750	Indirect
Common Stock	2750	Indirect
Common Stock	2750	Indirect

Footnotes

F1: On February 15, 2012, the reporting person was granted a performance stock award (PSA) covering 5,000 shares of common stock. The PSA vests over approximately four years of service from the grant date, contingent upon the achievement of one of three possible performance goals. Upon the achievement of one of the performance goals on October 15, 2012, the PSA began vesting.

F2: Shares held in trust for the benefit of a child of the reporting person. Reporting person is a trustee of the trust. Reporting person disclaims beneficial ownership of these shares.