PUMA BIOTECHNOLOGY, INC. — Director's Dealing 2016

May 27, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PUMA BIOTECHNOLOGY, INC. (PBYI)
CIK: 0001401667
Period of Report: 2016-05-25

Reporting Person: Lo Steven (Chief Commercial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-25	STOCK OPTION (RIGHT TO BUY)	$35.61	A	30000	Acquired	2026-05-24	COMMON STOCK (30000)	Direct

Footnotes

F1: The vesting commencement date ("Vesting Commencement Date") of the option is May 25, 2016. The option vests (i) with respect to one-third (1/3) of the shares underlying the option on the first anniversary of the Vesting Commencement Date and (ii) with respect to 1/36th of the shares underlying the option, on each monthly anniversary of the Vesting Commencement Date thereafter, subject to the Reporting Person's continued service with the Issuer; provided, however, that if the Reporting Person experiences a Qualifying Termination (as defined in the letter agreement between the Issuer and the Reporting Person) on or within eighteen (18) months following a Change in Control (as defined in the Issuer's 2011 Incentive Award Plan), then the option shall vest and become exercisable upon the effectiveness of the Release (as defined in the letter agreement).