4//SEC Filing
FISCHER JOST 4
Accession 0001104659-23-083565
CIK 0001837607other
Filed
Jul 23, 8:00 PM ET
Accepted
Jul 24, 9:06 PM ET
Size
23.3 KB
Accession
0001104659-23-083565
Insider Transaction Report
Form 4
FISCHER JOST
Director
Transactions
- Award
Class A Common Stock
2023-07-21+13,274→ 13,274 total - Award
Stock Option
2023-07-21+21,974→ 21,974 totalExercise: $10.00Exp: 2030-08-05→ Common Stock (21,974 underlying) - Award
Stock Option
2023-07-21+21,198→ 12,198 totalExercise: $10.00Exp: 2032-03-09→ Common Stock (21,198 underlying) - Award
Restricted Stock Units
2023-07-21+35,189→ 35,189 total→ Common Stock (35,189 underlying) - Award
Class A Common Stock
2023-07-21+2,353→ 2,353 total - Award
Stock Option
2023-07-21+19,800→ 19,800 totalExercise: $10.00Exp: 2031-03-05→ Common Stock (19,800 underlying) - Award
Restricted Stock Units
2023-07-21+19,286→ 19,286 total→ Common Stock (19,286 underlying) - Award
Restricted Stock Units
2023-07-21+6,289→ 6,289 total→ Common Stock (6,289 underlying)
Footnotes (9)
- [F1]On July 21, 2023, pursuant to that certain Business Combination Agreement, dated as of December 12, 2022, as amended April 27, 2023 (the "Business Combination Agreement"), by and among the Issuer, Priveterra Merger Sub, Inc. ("Merger Sub") and AEON Biopharma, Inc. ("AEON"), upon consummation of the transactions contemplated thereby (the "Effective Time"), each issued and outstanding share of common stock of AEON ("AEON common stock") was automatically cancelled and converted into approximately 2.328 (the "Exchange Ratio") shares of Class A common stock of the Issuer.
- [F2]At the Effective Time, each outstanding option to purchase shares of AEON common stock (each an "AEON Option") was automatically cancelled and converted into an option to purchase a number of shares of common stock of the Issuer equal to (i) the number of shares of AEON common stock subject to the applicable AEON Option multipled by (ii) the Exchange Ratio, rounded down to the nearest whole share.
- [F3]Represents an award of stock options on August 5, 2020, which vests in 12 monthly installments from March 4, 2020, subject to the reporting person's continued service through the applicable vesting date.
- [F4]Represents an award of stock options on March 5, 2021, which vests in 12 monthly installments from March 5, 2021, subject to the reporting person's continued service through the applicable vesting date.
- [F5]Represents an award of stock options on March 9, 2022, which vests in 12 monthly installments from March 9, 2022, subject to the reporting person's continued service through the applicable vesting date.
- [F6]At the Effective Time, each outstanding award of restricted stock unit ("RSU") representing the contingent right to receive shares of AEON common stock (each an "AEON RSU") was automatically cancelled and converted into an RSU representing the contingent right to receive a number of shares of common stock of the Issuer equal to (i) the number of shares of AEON common stock subject to the applicable AEON RSU multipled by (ii) the Exchange Ratio, rounded down to the nearest whole share.
- [F7]Represents an award of RSUs on April 26, 2023, which vests in one installment on April 26, 2024, subject to the reporting person's continued service through the applicable vesting date.
- [F8]Represents an award of RSUs on April 26, 2023, which vests in one installment on April 26, 2024, subject to the reporting person's continued service through the applicable vesting date.
- [F9]Represents an award of RSUs on April 26, 2023, which vests as follows: (1) 6.25% upon the achievement of the first earnout in connection with the Business Combination Agreement; (2) 25% upon the achievement of the second earnout in connection with the Business Combination Agreement; (3) 25% upon the achievement of the third earnout in connection with the Business Combination Agreement; and (4) 43.75% upon the achievement of the fourth earnout in connection with the Business Combination Agreement, subject to the reporting person's continued service through the applicable vesting condition.
Documents
Issuer
AEON Biopharma, Inc.
CIK 0001837607
Entity typeother
Related Parties
1- filerCIK 0001366841
Filing Metadata
- Form type
- 4
- Filed
- Jul 23, 8:00 PM ET
- Accepted
- Jul 24, 9:06 PM ET
- Size
- 23.3 KB