Xencor Inc — Director's Dealing 2016

Aug 25, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xencor Inc (XNCR)
CIK: 0001326732
Period of Report: 2016-08-24

Reporting Person: Kuch John J (Vice President, Finance)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-24	Common Stock	M	14350	$11.05	Acquired	92078	Direct
2016-08-24	Common Stock	S	16405	$21.76	Disposed	75673	Direct
2016-08-24	Common Stock	S	8595	$22.32	Disposed	67078	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-24	Stock Option (right to buy)	$11.05	M	14350	Disposed	2024-02-20	Common Stock (14350)	Direct

Footnotes

F1: The weighted average sale price for the transaction reported was $21.76, and the range of prices were between $21.11 and $22.075. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

F2: The weighted average sale price for the transaction reported was $22.32, and the range of prices were between $22.25 and $22.35. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price will be provided.

F3: 25% of the shares subject to the option shall vest on the one year anniversary of February 21, 2014 (the "Vesting Commencement Date"), and 1/48th of the shares shall vest monthly thereafter, such that the option shall be fully vested on the four year anniversary of the Vesting Commencement Date.