4//SEC Filing
Ramachandran Niro Ph.D 4
Accession 0001062993-25-012731
CIK 0001711933other
Filed
Jul 9, 8:00 PM ET
Accepted
Jul 10, 8:40 PM ET
Size
20.0 KB
Accession
0001062993-25-012731
Insider Transaction Report
Form 4
Ramachandran Niro Ph.D
Chief Business Officer
Transactions
- Other
Common Stock
2025-07-08−130,625→ 0 total - Other
Employee Stock Option (Right to Buy)
2025-07-08−45,000→ 0 totalExercise: $12.30Exp: 2033-02-23→ Common Stock (45,000 underlying) - Other
Employee Stock Option (Right to Buy)
2025-07-08−62,566→ 0 totalExercise: $0.91Exp: 2030-11-06→ Common Stock (62,566 underlying) - Tax Payment
Common Stock
2025-07-08−42,148→ 282,555 total - Other
Employee Stock Option (Right to Buy)
2025-07-08−45,000→ 0 totalExercise: $11.88Exp: 2032-03-23→ Common Stock (45,000 underlying) - Other
Common Stock
2025-07-08+62,566→ 324,703 total - Other
Employee Stock Option (Right t
2025-07-08−70,000→ 0 totalExercise: $5.35Exp: 2034-02-22→ Common Stock (70,000 underlying) - Other
Common Stock
2025-07-08−151,930→ 130,625 total
Footnotes (7)
- [F1]Cashless exercise of options pursuant to that certain Amended and Restated Agreement and Plan of Merger dated as of April 28, 2025, as amended (the "Merger Agreement"), by and among Quanterix Corporation, a Delaware corporation ("Quanterix"), Wellfleet Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Quanterix ("Merger Sub"), and Issuer. On July 8, 2025 (the "Closing Date"), Merger Sub merged with and into Issuer (the "Merger"), with Issuer surviving the Merger as a wholly owned subsidiary of Quanterix.
- [F2]Pursuant to the Merger Agreement, as of the Closing Date, each outstanding option to purchase Issuer common stock was accelerated and each option with a per share exercise price less than the value of the Per Share Merger Consideration (as defined below) was automatically cashless exercised.
- [F3]Disposition of shares pursuant to Merger Agreement.
- [F4]In connection with the terms of the Merger Agreement, each share of common stock of Issuer outstanding on the Closing Date was converted into the right to receive (a) 0.1461 of a share of common stock of Quanterix (the "Per Share Stock Consideration") and (b) $0.38 in cash, without interest (the "Per Share Cash Consideration" and together with the Per Share Stock Consideration, the "Per Share Merger Consideration"). Each of the Per Share Stock Consideration and the Per Share Cash Consideration may be adjusted pursuant to the terms of the Merger Agreement.
- [F5]Represents aggregate share value of Issuer restricted stock units ("RSU") unvested immediately prior to the Closing Date (each individual RSU, a "Rollover RSU"). On the Closing Date, each Rollover RSU was automatically converted into the right to receive the Per Share Merger Consideration for each share of Issuer common stock subject to such Rollover RSU upon vesting, subject to the same terms and conditions of each Rollover RSU in effect immediately prior to the effectiveness of the Merger.
- [F6]Disposition of options pursuant to Merger Agreement.
- [F7]Pursuant to the Merger Agreement, as of Closing Date, each outstanding option to purchase Issuer common stock was accelerated and each option with a per share exercise price equal to or greater than the Per Share Merger Consideration was automatically terminated and cancelled for no consideration.
Issuer
Akoya Biosciences, Inc.
CIK 0001711933
Entity typeother
Related Parties
1- filerCIK 0001857443
Filing Metadata
- Form type
- 4
- Filed
- Jul 9, 8:00 PM ET
- Accepted
- Jul 10, 8:40 PM ET
- Size
- 20.0 KB