Innoviva, Inc. — Director's Dealing 2012

Aug 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: THERAVANCE INC (THRX)
CIK: 0001080014
Period of Report: 2012-08-07

Reporting Person: Aguiar Michael W (Sr VP, Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-07	Common Stock	M	60000	$16.25	Acquired	217924	Direct
2012-08-07	Common Stock	S	60000	$27.04	Disposed	157924	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-07	Stock Option (Right to Buy)	$16.25	M	60000	Disposed	2018-07-22	Common Stock (60000)	Direct

Footnotes

F1: Dispositions made pursuant to a plan intended to comply with rule 10b5-1(c).

F2: This transaction was executed in multiple trades at prices ranging from $26.60 to $27.32. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.

F3: Immediately exercisable.