4//SEC Filing
Melian Agustin 4
Accession 0000899243-22-033653
CIK 0001538927other
Filed
Oct 13, 8:00 PM ET
Accepted
Oct 14, 4:06 PM ET
Size
9.4 KB
Accession
0000899243-22-033653
Insider Transaction Report
Form 4
Melian Agustin
EVP, Research & Development
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2022-10-14−118,000→ 0 totalExercise: $8.20→ Common Stock (118,000 underlying) - Disposition from Tender
Common Stock
2022-10-14−79,000→ 0 total
Footnotes (3)
- [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 31, 2022, by and among Forma Therapeutics Holdings, Inc. (the "Issuer"), Novo Nordisk A/S (the "Parent"), and NNUS New Dev, Inc., a wholly owned indirect subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub completed a cash tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer (the "Merger"), effective as of October 14, 2022 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $20.00 in cash (the "Merger Consideration"), subject to withholding of applicable taxes and without interest.
- [F2]Consists of restricted stock units ("RSUs"), including those RSUs settled into Shares upon vesting. Pursuant to the terms of the Merger Agreement, at the Effective Time, each RSU (whether vested or unvested) that was outstanding immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such RSU, an amount in cash equal to the Merger Consideration, subject to withholding of applicable taxes and without interest.
- [F3]Pursuant to the terms of the Merger Agreement, at the Effective Time, each option (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, an amount in cash equal to the excess, if any, of the Merger Consideration over the exercise price per share of such option. Each option that was outstanding and unexercised immediately prior to the Effective Time which had a per share exercise price greater than or equal to the Merger Consideration was cancelled with no consideration payable.
Documents
Issuer
Forma Therapeutics Holdings, Inc.
CIK 0001538927
Entity typeother
Related Parties
1- filerCIK 0001818064
Filing Metadata
- Form type
- 4
- Filed
- Oct 13, 8:00 PM ET
- Accepted
- Oct 14, 4:06 PM ET
- Size
- 9.4 KB