4//SEC Filing
ENLOE J DAVID JR 4
Accession 0001104659-24-044891
CIK 0001588972other
Filed
Apr 7, 8:00 PM ET
Accepted
Apr 8, 9:28 PM ET
Size
7.7 KB
Accession
0001104659-24-044891
Insider Transaction Report
Form 4
ENLOE J DAVID JR
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
Common Stock
2024-04-08$1.10/sh−1,865,246$2,051,771→ 0 total - Disposition from Tender
Common Stock
2024-04-08$1.10/sh−801,597$881,757→ 1,865,246 total
Footnotes (2)
- [F1]Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 28, 2024, by and among the Issuer, CoreRx, Inc., a Florida corporation ("Parent") and Cane Merger Sub, Inc., a Pennsylvania corporation and a wholly owned Subsidiary of Parent ("Merger Sub"), Merger Sub completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, effective as of April 8, 2024 (the "Effective Time") with the Issuer surviving the merger. At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $1.10 per Share in cash (the "Offer Amount"), subject to any applicable withholding taxes and without interest.
- [F2]Represents restricted stock units granted under an Issuer equity plan ("RSUs") granted to the Reporting Person. Each RSU represented a contingent right to receive one Share upon vesting of the RSU. Pursuant to the terms of the Merger Agreement, each outstanding RSU that was outstanding and unvested immediately prior to the Effective Time vested in full. At the Effective Time, each RSU then outstanding was cancelled and converted into a cash payment equal to the product of (A) the total number of Shares then underlying such RSU multiplied by (B) the Offer Amount, without interest and subject to any withholding of taxes.
Documents
Issuer
Societal CDMO, Inc.
CIK 0001588972
Entity typeother
Related Parties
1- filerCIK 0001201526
Filing Metadata
- Form type
- 4
- Filed
- Apr 7, 8:00 PM ET
- Accepted
- Apr 8, 9:28 PM ET
- Size
- 7.7 KB