4//SEC Filing
Koconis John 4
Accession 0000905718-20-000506
CIK 0001504167other
Filed
May 19, 8:00 PM ET
Accepted
May 20, 9:52 PM ET
Size
7.1 KB
Accession
0000905718-20-000506
Insider Transaction Report
Form 4
Koconis John
DirectorChief Executive Officer
Transactions
- Award
Value Appreciation Rights
2020-05-18+209,646→ 209,646 totalExercise: $0.01Exp: 2029-07-01→ Common 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 vest in five equal annual installments commencing on July 1, 2019, so long as the Reporting Person remains employed by the Issuer or its affiliates. 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
Issuer
Timber Pharmaceuticals, Inc.
CIK 0001504167
Entity typeother
Related Parties
1- filerCIK 0001809589
Filing Metadata
- Form type
- 4
- Filed
- May 19, 8:00 PM ET
- Accepted
- May 20, 9:52 PM ET
- Size
- 7.1 KB