4//SEC Filing
Borisy Alexis 4
Accession 0001104659-25-069385
CIK 0001597264other
Filed
Jul 20, 8:00 PM ET
Accepted
Jul 21, 7:46 PM ET
Size
24.3 KB
Accession
0001104659-25-069385
Insider Transaction Report
Form 4
Borisy Alexis
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−4,570→ 0 totalExercise: $106.14→ Common Stock (4,570 underlying) - Disposition from Tender
Common Stock
2025-07-17−74,160→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−5,300→ 0 totalExercise: $63.66→ Common Stock (5,300 underlying) - Disposition to Issuer
Common Stock
2025-07-17−3,902→ 74,160 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−5,300→ 0 totalExercise: $50.64→ Common Stock (5,300 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−4,500→ 0 totalExercise: $87.13→ Common Stock (4,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−7,500→ 0 totalExercise: $69.79→ Common Stock (7,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−4,875→ 0 totalExercise: $96.77→ Common Stock (4,875 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-07-17−4,500→ 0 totalExercise: $76.24→ Common Stock (4,500 underlying)
Footnotes (5)
- [F1]This Form 4 reports securities transacted pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among the Issuer, SANOFI, a French societe anonyme ("Parent"), Aventis Inc., a Pennsylvania corporation and wholly owned subsidiary of Parent ("Aventis"), and Rothko Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Aventis ("Purchaser").
- [F2]Pursuant to the Merger Agreement, Purchaser completed a tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 per share (the "Common Stock"), for (i) $129.00 per share, without interest (the "Cash Offer Price"), plus (ii) one (1) contractual contingent value right per share, representing the right to receive contingent payments in cash, without interest, upon the achievement of certain milestones (each a "CVR" and together with the Cash Offer Price, the "Offer Consideration"). On July 17, 2025 (the "Effective Time"), Purchaser merged with and into the Issuer, with the Issuer surviving as an indirect wholly owned subsidiary of Parent.
- [F3]Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding restricted stock unit ("RSU"), whether vested or unvested, was cancelled and automatically converted into the right to receive the Offer Consideration.
- [F4]Pursuant to the terms of the Merger Agreement, at the Effective Time, each share of Common Stock held by the Reporting Person was tendered in exchange for the Offer Consideration.
- [F5]Pursuant to the terms of the Merger Agreement, at the Effective Time, each stock option that was outstanding, whether vested or unvested, immediately prior to the Effective Time became fully vested and was cancelled and converted into the right to receive for each share subject to such stock option (i) the Cash Offer Price (less the applicable exercise price per share subject to such option) and (ii) one (1) CVR (in each case, without interest and less applicable tax withholdings), except that fifty percent of such options that were issued in calendar year 2025 were converted into cash-based awards subject to continued vesting as described in the Merger Agreement based on the Cash Offer Price (less the applicable exercise price per share subject to such option), plus one CVR for each share underlying such portion of the option.
Documents
Issuer
Blueprint Medicines Corp
CIK 0001597264
Entity typeother
Related Parties
1- filerCIK 0001319446
Filing Metadata
- Form type
- 4
- Filed
- Jul 20, 8:00 PM ET
- Accepted
- Jul 21, 7:46 PM ET
- Size
- 24.3 KB