Innoviva, Inc. — Director's Dealing 2016

Nov 22, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Innoviva, Inc. (INVA)
CIK: 0001080014
Period of Report: 2016-11-18

Reporting Person: Aguiar Michael W (Director, President & Chief Exec Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-18	Common Stock	A	63135	—	Acquired	753347	Direct
2016-11-20	Common Stock	F	8417	$10.91	Disposed	745215	Direct

Footnotes

F1: These shares were granted to the reporting person on February 11, 2011 as part of a performance stock award that vests based on the achievement of certain performance conditions over a six-year timeframe from 2011 through December 31, 2016 and continued employment. On November 18, 2016, the performance conditions applicable to 63,135 shares were deemed achieved and such shares shall vest on November 20, 2017, subject to the reporting person's continued employment through such date.

F2: The shares were withheld by the Issuer to satisfy income tax withholding obligations associated with the quarterly vesting of previously granted employee equity awards.

F3: Includes 285 shares of common stock acquired under the Innoviva, Inc. Employee Stock Purchase Plan on November 15, 2016.