LIGAND PHARMACEUTICALS INC — Director's Dealing 2012

Jun 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LIGAND PHARMACEUTICALS INC (LGND)
CIK: 0000886163
Period of Report: 2012-05-31

Reporting Person: Sabba Stephen L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-31	Common Stock	A	4721	$0.00	Acquired	15425	Direct
2012-06-01	Common Stock	A	2000	$12.02	Acquired	17425	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-31	Non-Qualified Stock Option (right to buy)	$12.53	A	7335	Acquired	2022-05-31	Common Stock (7335)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$10.12	2021-06-01	Common Stock (7335)	7335	Direct

Footnotes

F1: These securities, as represented in Columns 4 and 5, represent: (a) 2,925 shares acquired by a grant by the Board of Directors of the Company at the Company's annual meeting of its shareholders on June 1, 2011, as previously reported on a Form 4 filed for this Reporting Person on June 6, 2011, which shares are now fully vested; (b) 1,796 restricted shares issued in lieu of annual cash retainer at the Company's annual meeting of its shareholders on May 31, 2012 (the "2012 Meeting"), which shares are immediately vested, and (c) 2,925restricted shares acquired by a grant of the Board of Directors of the Company at the 2012 Meeting, which shares will vest in full on the first anniversary of the grant date.

F2: These securities, as represented in Column 5, were acquired by a grant of 7,335 shares by the Board of Directors of the Company at the 2012 Meeting. That grant vests in full on the first anniversary of the grant date or immediately (x) upon a change in control or a hostile takeover of the Company or (y) the death or permanent disability of the grantee if still serving at that time.

F3: These securities were previously reported on a Form 4 for this Reporting Person filed on June 6, 2011, and are included on this Form 4 only to report that they are now fully vested and exercisable.