4//SEC Filing
Pfanstiel Steven 4
Accession 0001104659-25-011241
CIK 0001267813other
Filed
Feb 10, 7:00 PM ET
Accepted
Feb 11, 9:13 AM ET
Size
18.8 KB
Accession
0001104659-25-011241
Insider Transaction Report
Form 4
Pfanstiel Steven
CFO AND COO
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2025-02-11−74,475→ 0 totalExercise: $10.40Exp: 2032-02-04→ Common Stock (74,475 underlying) - Disposition to Issuer
Common Stock
2025-02-07$0.55/sh−17,303$9,517→ 62,470 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-11−57,300→ 0 totalExercise: $1.40Exp: 2034-06-18→ Common Stock (57,300 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-11−114,600→ 0 totalExercise: $9.74Exp: 2034-01-18→ Common Stock (114,600 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-11−126,585→ 0 totalExercise: $5.94Exp: 2033-01-26→ Common Stock (126,585 underlying) - Disposition to Issuer
Common Stock
2025-02-11$0.55/sh−62,470$34,359→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-02-11−220,000→ 0 totalExercise: $13.99Exp: 2031-04-12→ Common Stock (220,000 underlying)
Footnotes (3)
- [F1]On December 29, 2024, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Immedica Pharma AB, a corporation organized and existing under the laws of Sweden ("Parent"), and Matador Subsidiary, Inc. a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of the Issuer's common stock (the "Common Stock") held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $0.55 per share (the "Offer Price") in cash.
- [F2]Represents 62,470 shares underlying Restricted Stock Units (the "RSUs"). Pursuant to the terms of the Merger Agreement, at the effective time of the merger (the "Effective Time"), each outstanding RSU was terminated in exchange for a lump sum cash payment equal to (i) the Offer Price multiplied by (ii) the number of shares of Common Stock underlying the RSU.
- [F3]Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.
Documents
Issuer
MARINUS PHARMACEUTICALS, INC.
CIK 0001267813
Entity typeother
Related Parties
1- filerCIK 0001856059
Filing Metadata
- Form type
- 4
- Filed
- Feb 10, 7:00 PM ET
- Accepted
- Feb 11, 9:13 AM ET
- Size
- 18.8 KB