4//SEC Filing
Curnutte John T 4
Accession 0000950170-24-007052
CIK 0001748907other
Filed
Jan 23, 7:00 PM ET
Accepted
Jan 24, 5:16 PM ET
Size
8.8 KB
Accession
0000950170-24-007052
Insider Transaction Report
Form 4
Curnutte John T
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2024-01-24−105,000→ 0 totalExercise: $0.49Exp: 2033-06-13→ Ordinary Shares (105,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2024-01-24−46,000→ 0 totalExercise: $0.47Exp: 2032-06-06→ Ordinary Shares (46,000 underlying)
Footnotes (3)
- [F1]On January 24, 2024, Kyowa Kirin Co., Ltd., a Japanese joint stock company ("KKC") acquired all outstanding ordinary shares, nominal value GBP 0.10 per share (the "Ordinary Shares") of Orchard Therapeutics plc, a public limited company incorporated in England and Wales (the "Company"), by means of a scheme of arrangement under Part 26 of the UK Companies Act 2006. The transaction is more fully described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on November 16, 2023.
- [F2]Pursuant to the Transaction Agreement dated as of October 5, 2023 by and between KKC and the Company, these options were cancelled in exchange for (i) an amount in cash equal to the excess of the Cash Consideration ($1.60 per share) over the per share exercise price of such options, and (ii) one contractual contingent value right (each, a "CVR"), each representing the right to receive a contingent payment of $0.10 in cash, without interest, if a certain milestone is achieved, pursuant to the Contingent Value Rights Agreement between KKC and a rights agent mutually agreeable to the Company and KKC.
- [F3]The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents ten Ordinary Shares.
Documents
Issuer
Orchard Therapeutics plc
CIK 0001748907
Entity typeother
Related Parties
1- filerCIK 0001574589
Filing Metadata
- Form type
- 4
- Filed
- Jan 23, 7:00 PM ET
- Accepted
- Jan 24, 5:16 PM ET
- Size
- 8.8 KB