Ceres, Inc.·4

Feb 22, 8:13 PM ET

ARTAL LUXEMBOURG S A 4

4 · Ceres, Inc. · Filed Feb 22, 2012

Insider Transaction Report

Form 4
Period: 2012-02-21
Transactions
  • Other

    Convertible Subordinated Promissory Note

    2012-02-21
    Exercise: $10.40Common Stock (480,769 underlying)
Footnotes (2)
  • [F1]The Convertible Subordinated Promissory Note (the "Convertible Note") was purchased by the reporting person in connection with an August 2011 financing. The Convertible Note is automatically convertible into shares of Common Stock upon the closing of the Issuer's initial public offering at a price per share equal to the public offering price with a 20% discount. Since the public offering price was $13.00, the price per share is $10.40. The offering price was determined on February 21, 2012, at which time the Convertible Note became a derivative security.
  • [F2]Artal Luxembourg S.A. is a wholly-owned subsidiary of Artal International SCA, which is a wholly-owned subsidiary of Artal Group SA, which is a wholly-owned subsidiary of Westend SA, which is a wholly-owned subsidiary of Stichting Administratiekantoor Westend. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or her pecuniary interest therein, if any.

Documents

1 file
  • 4
    ss137537_4-artal.xmlPrimary

    OWNERSHIP DOCUMENT