Kraus Carl N 4
4 · IDERA PHARMACEUTICALS, INC. · Filed Sep 30, 2022
Insider Transaction Report
Form 4
Kraus Carl N
Chief Medical Officer
Transactions
- Award
Options (Right to Buy)
2022-09-28+651,364→ 651,364 totalExercise: $12.28Exp: 2032-02-09→ Common Stock (651,364 underlying) - Award
Options (Right to Buy)
2022-09-28+6,843→ 6,843 totalExercise: $12280.00Exp: 2032-02-09→ Series Z Preferred Stock (6,843 underlying) - Award
Series Z Preferred Stock
2022-09-28+6,843→ 6,843 total→ Common Stock (6,843,000 underlying)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger by and between Idera Pharmaceuticals, Inc. ("Idera") and Aceragen, Inc. ("Aceragen"), dated September 28, 2022 (the "Merger Agreement"), Aceragen merged with and became a wholly-owned subsidiary of Idera (the "Merger"). Shares of Aceragen common stock convertible into shares of common stock of Idera, par value $0.001 per share ("Common Stock") and shares of the Idera Series Z Non-Voting Convertible Preferred Stock, par value $0.01 ("Series Z Preferred Stock").
- [F2]The option vests 25% on October 25, 2022, and then in equal monthly installments over the following 3 years, subject to the Reporting Person's continued service to Issuer through each vesting date.
- [F3]Pursuant to the Merger Agreement, the Reporting Person received Idera options for 651,364 shares of Common Stock and options for 6,843 shares of Series Z Preferred Stock options in exchange for 300,000 Aceragen options.
- [F4]Contingent upon stockholder approval of the conversion of Series Z Preferred Stock into shares of Common Stock, each share of Series Z Preferred Stock is convertible into 1,000 shares of Common Stock, at any time at the option of the holder thereof, subject to certain limitations (represents Series Z Preferred Stock options issuable upon the exercise of the Series Z Stock options reported above).