4//SEC Filing
Hegde Priti 4
Accession 0001104659-23-067046
CIK 0001750019other
Filed
May 31, 8:00 PM ET
Accepted
Jun 1, 4:18 PM ET
Size
11.5 KB
Accession
0001104659-23-067046
Insider Transaction Report
Form 4
Hegde Priti
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2023-06-01−16,800→ 0 totalExercise: $0.97→ Common Stock (16,800 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2023-06-01−24,968→ 0 totalExercise: $16.02→ Common Stock (24,968 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2023-06-01−12,100→ 0 totalExercise: $5.21→ Common Stock (12,100 underlying)
Footnotes (2)
- [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of March 5, 2023, by and among TCR2 Therapeutics Inc. (the "Company"), Adaptimmune Therapeutics plc ("Parent") and CM Merger Sub, Inc., an indirect wholly-owned subsidiary of Parent ("Merger Sub"), as amended by that certain Amendment No. 1 to the Agreement and Plan of Merger, dated April 5, 2023, by and among the Company, Parent and Merger Sub (the "Merger Agreement"), pursuant to which Merger Sub merged with and into the Company (the "Merger") with the Company surviving the Merger as an indirect wholly-owned subsidiary of Parent effective as of June 1, 2023 (the "Effective Time").
- [F2]At the Effective Time, each issued and outstanding share of common stock of the Company (each, a "Share") (excluding any Shares held in treasury of the Company or owned, directly or indirectly, by Parent or Merger Sub immediately prior to the Effective Time) was cancelled and converted into the right to receive 1.5117 (the "Exchange Ratio") American Depositary Shares of Parent ("Parent ADS") representing six ordinary shares of Parent ("Parent Ordinary Shares"). Immediately prior to the Effective Time, each option to acquire Shares (each, a "Company Option") that was outstanding and unexercised, whether or not vested, was assumed and substituted for an option to purchase a number of Parent Ordinary Shares or Parent ADSs equal to the product of (i) the total number of Shares subject to such Company Option immediately prior to the Effective Time multiplied by (ii) six times the Exchange Ratio, in the case of Parent Ordinary Shares, or the Exchange Ratio in the case of Parent ADSs.
Documents
Issuer
TCR2 THERAPEUTICS INC.
CIK 0001750019
Entity typeother
Related Parties
1- filerCIK 0001880034
Filing Metadata
- Form type
- 4
- Filed
- May 31, 8:00 PM ET
- Accepted
- Jun 1, 4:18 PM ET
- Size
- 11.5 KB