Home/Filings/4/0000899243-18-026059
4//SEC Filing

Kennedy Stephen Richard 4

Accession 0000899243-18-026059

CIK 0001372299other

Filed

Oct 2, 8:00 PM ET

Accepted

Oct 3, 5:01 PM ET

Size

40.3 KB

Accession

0000899243-18-026059

Insider Transaction Report

Form 4
Period: 2018-10-01
Kennedy Stephen Richard
Senior VP of Operations
Transactions
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0149,1000 total
    Exercise: $9.96Exp: 2025-02-25Common Stock (49,100 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+49,10049,100 total
    Exercise: $0.57Exp: 2025-02-25Common Stock (49,100 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0150,0000 total
    Exercise: $6.11Exp: 2015-07-28Common Stock (50,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+50,00050,000 total
    Exercise: $0.57Exp: 2015-07-28Common Stock (50,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0127,7670 total
    Exercise: $7.13Exp: 2023-12-10Common Stock (27,767 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+27,76727,767 total
    Exercise: $0.57Exp: 2023-12-10Common Stock (27,767 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+25,00025,000 total
    Exercise: $0.57Exp: 2026-02-25Common Stock (25,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0125,0000 total
    Exercise: $2.56Exp: 2026-02-25Common Stock (25,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0175,0000 total
    Exercise: $1.72Exp: 2027-02-13Common Stock (75,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+75,00075,000 total
    Exercise: $0.57Exp: 2027-02-13Common Stock (75,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0150,0000 total
    Exercise: $2.12Exp: 2027-10-09Common Stock (50,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+50,00050,000 total
    Exercise: $0.57Exp: 2027-10-09Common Stock (50,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-01115,0000 total
    Exercise: $2.63Exp: 2028-02-15Common Stock (115,000 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    2018-10-01+115,000115,000 total
    Exercise: $0.57Exp: 2028-02-15Common Stock (115,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2018-10-0130,0000 total
    Exercise: $9.96Exp: 2025-02-25Common Stock (30,000 underlying)
Footnotes (10)
  • [F1]The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") that became effective on October 1, 2018. Pursuant to the Option Repricing, the exercise price of each "Relevant Option" (any stock option awarded by the Issuer under it 2012 Equity Incentive Plan or 2013 Equity Incentive Plan with an exercise price greater than $ 0.75628 per share held by current service providers other than the non-employee members of the Issuer's board of directors) has been amended to reduce such exercise price to $0.568, which was the closing price of a share of the Issuer's common stock reported on The Nasdaq Capital Market on October 1, 2018. There have been no other changes to the terms of the Relevant Options.
  • [F10]The Cancelled Option was originally granted to the Reporting Person on February 26, 2015 and was to vest in full if the Issuer's Common Stock price reached $19.92 per shares or above for any consecutive sixty (60) day period within four (4) years of the date of grant.
  • [F2]The stock option was originally granted to the Reporting Person on December 11, 2013 and is vested with respect to all of the shares underlying the option.
  • [F3]The stock option was originally granted to the Reporting Person on February 26, 2015. This option vests over four (4) years of service following February 26, 2015, with twenty-five percent (25%) vesting upon completion of one (1) year of continuous service and in thirty-six (36) equal monthly installments thereafter.
  • [F4]The stock option was originally granted to the Reporting Person on July 29, 2015. This option vests over four (4) years of service to the Issuer following July 29, 2015, with twenty-five percent (25%) vesting upon completion of one (1) year of continuous service to the Issuer following such date and the balance vesting in thirty-six (36) equal monthly installments thereafter.
  • [F5]The stock option was originally granted to the Reporting Person on February 26, 2016. This option vests over four (4) years of service to the Issuer following February 26, 2016, with twenty-five percent (25%) vesting upon completion of one (1) year of continuous service to the Issuer following such date and the balance vesting in thirty-six (36) equal monthly installments thereafter.
  • [F6]The stock option was originally granted to the Reporting Person on February 14, 2017, This option vests over four (4) years of service to the Issuer following February 14, 2017, with twenty-five percent (25%) vesting upon completion of one (1) year of continuous service to the Issuer following such date and the balance vesting in thirty-six (36) equal monthly installments thereafter.
  • [F7]The stock option was originally granted to the Reporting Person on October 10, 2017, This option vests over four (4) years of service to the Issuer following October 10, 2017, with twenty-five percent (25%) vesting upon completion of one (1) year of continuous service to the Issuer following such date and the balance vesting in thirty-six (36) equal monthly installments thereafter.
  • [F8]The stock option was originally granted to the Reporting Person on February 16, 2018. This option vests over four (4) years of service to the Issuer following February 16, 2018, with twenty-five percent (25%) vesting upon completion of one (1) year of continuous service to the Issuer following such date and the balance vesting in thirty-six (36) equal monthly installments thereafter.
  • [F9]This transaction reflects the cancellation for no consideration of certain outstanding stock options to purchase common stock of the Issuer that were previously granted to the Reporting Person (the "Cancelled Options").

Issuer

HISTOGENICS CORP

CIK 0001372299

Entity typeother

Related Parties

1
  • filerCIK 0001625830

Filing Metadata

Form type
4
Filed
Oct 2, 8:00 PM ET
Accepted
Oct 3, 5:01 PM ET
Size
40.3 KB