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4//SEC Filing

Tavakkol Amir 4

Accession 0000905718-20-000504

CIK 0001504167other

Filed

May 19, 8:00 PM ET

Accepted

May 20, 9:51 PM ET

Size

7.0 KB

Accession

0000905718-20-000504

Insider Transaction Report

Form 4
Period: 2020-05-18
Tavakkol Amir
Chief Scientific Officer
Transactions
  • Award

    Value Appreciation Rights

    2020-05-18+8,1848,184 total
    Exercise: $0.01Exp: 2029-03-01Common Stock, par value $0.001 per share
Footnotes (2)
  • [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of January 28, 2020, as amended, by and among Timber Pharmaceuticals, Inc. (f/k/a BioPharmX Corporation) (the "Issuer"), Timber Pharmaceuticals LLC ("Timber Sub") and BITI Merger Sub Inc., the Issuer assumed the outstanding and unexercised value appreciation rights ("VARs") of Timber Sub. As a result of the merger, the VARs held by the Reporting Person are denoted and payable in, shares of Common Stock, par value $0.001 per share of the Issuer (the "Common Stock") (instead of Timber Sub common units). Prior to the merger, the Issuer effected a reverse stock split at a ratio of 1 new share for every 12 shares of Common Stock outstanding. All share numbers reflect the reverse stock split.
  • [F2]The VARs are fully vested. Upon valid exercise of vested and exercisable VARs, the Issuer shall pay to the Reporting Person, in a single lump sum cash payment, an amount equal to the product of (a) the excess of (i) fair market value of a share of Common Stock on the date of exercise, over (ii) the exercise price, multiplied by (b) the number of shares of Common Stock with respect to which VARs are being exercised (the "VAR Amount"). Notwithstanding the foregoing the Issuer may elect, in its sole discretion, to pay the VAR Amount in the form of shares of Common Stock that are equivalent in value to the VAR Amount.

Documents

1 file

Issuer

Timber Pharmaceuticals, Inc.

CIK 0001504167

Entity typeother

Related Parties

1
  • filerCIK 0001672547

Filing Metadata

Form type
4
Filed
May 19, 8:00 PM ET
Accepted
May 20, 9:51 PM ET
Size
7.0 KB