Xencor Inc — Director's Dealing 2015

Dec 4, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xencor Inc (XNCR)
CIK: 0001326732
Period of Report: 2015-12-03

Reporting Person: STAFFORD JOHN S III (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-03	Common Stock	S	19750	$14.79	Disposed	5274990	Direct
2015-12-03	Common Stock	S	10150	$15.77	Disposed	5264840	Direct
2015-12-03	Common Stock	S	100	$16.51	Disposed	5264740	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2000000	Indirect

Footnotes

F1: Reported transaction occured pursuant to a Rule 10b5-1 Plan adopted March 11, 2015.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.50 to $15.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.5056 to $16.41, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

F4: These securities are held of record by Ronin Trading, LLC, a limited liability company owned and managed by the Reporting Person. The Reporting Person is the indirect beneficial owner of all the shares of common stock of Xencor, Inc. held of record by Ronin Trading, LLC.