4//SEC Filing
Kamdar Kim P. 4
Accession 0000950170-25-027096
CIK 0001850906other
Filed
Feb 24, 7:00 PM ET
Accepted
Feb 25, 8:05 PM ET
Size
18.0 KB
Accession
0000950170-25-027096
Insider Transaction Report
Form 4
Kamdar Kim P.
Director
Transactions
- Disposition to Issuer
Common Stock
2025-02-21−15,000→ 0 total - Disposition to Issuer
Common Stock
2025-02-21−3,763,985→ 0 total(indirect: By Domain Partners IX, L.P.) - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-21−666→ 0 totalExercise: $672.90Exp: 2031-05-05→ Common Stock (666 underlying) - Disposition to Issuer
Common Stock
2025-02-21−15,000→ 0 total(indirect: By LLC) - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-21$8.84/sh−2,466$21,799→ 0 totalExercise: $11.16Exp: 2034-05-29→ Common Stock (2,466 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-21−1,541→ 0 totalExercise: $85.80Exp: 2032-05-26→ Common Stock (1,541 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-21−2,466→ 0 totalExercise: $31.80Exp: 2033-05-25→ Common Stock (2,466 underlying)
Footnotes (4)
- [F1]The shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of December 22, 2024 (the "Merger Agreement"), by and among the Issuer, Singular Genomics Parent, LLC, a Delaware limited liability company, and Saturn Merger Sub, Inc., a Delaware corporation, whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were cancelled and automatically converted into the right to receive $20.00 per share in cash, without interest, less all applicable deductions and withholdings (the "Merger Consideration").
- [F2]The Reporting Person is a managing member of Domain Associates, LLC and of One Partner Square Associates IX, LLC, the sole general partner of Domain Partners IX, L.P. Pursuant to Instruction 4(b)(iv) of Form 4, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities owned by each such entity; however, she disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed her pecuniary interest therein and/or that are not actually distributed to her.
- [F3]As of the Effective Time, each outstanding option, to the extent unvested, was accelerated and became fully vested and exercisable.
- [F4]Pursuant to the Merger Agreement, and after giving effect to the acceleration treatment set forth in footnote (4), each vested stock option was cancelled and automatically converted into the right to receive an amount in cash determined by multiplying (x) the excess, if any, of the Merger Consideration over the applicable exercise price of such option by (y) the number of vested shares subject to such option (the "Option Payment"), less all applicable deductions and withholdings; provided, however, that the Option Payment for each option with an exercise price equal to or greater than $20.00 was $0 and such option was cancelled for no consideration.
Documents
Issuer
Singular Genomics Systems, Inc.
CIK 0001850906
Entity typeother
Related Parties
1- filerCIK 0001535065
Filing Metadata
- Form type
- 4
- Filed
- Feb 24, 7:00 PM ET
- Accepted
- Feb 25, 8:05 PM ET
- Size
- 18.0 KB