4//SEC Filing
Steen Marten 4
Accession 0001179110-21-009280
CIK 0001634432other
Filed
Oct 5, 8:00 PM ET
Accepted
Oct 6, 7:41 PM ET
Size
8.6 KB
Accession
0001179110-21-009280
Insider Transaction Report
Form 4
Steen Marten
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2021-10-05−154,918→ 0 total(indirect: By HealthCap VI, L.P.)→ Ordinary Shares (154,918 underlying) - Disposition to Issuer
Ordinary Shares
2021-10-05−64,151→ 0 total(indirect: By HealthCap VI, L.P.)
Footnotes (3)
- [F1]Ordinary shares of Issuer were converted into shares of common stock of Xeris Biopharma Holdings, Inc. ("HoldCo") pursuant to the Transaction Agreement (the "Agreement"), dated May 24, 2021, among the Issuer, Xeris Pharmaceuticals, Inc., HoldCo and Wells MergerSub, Inc. Under the Agreement, each ordinary share of Issuer was exchanged for 0.784 of a share of HoldCo common stock, and cash in lieu of fractional shares, plus one contingent value right (a "CVR") worth up to an additional $1.00, payable in cash, HoldCo common stock or a combination thereof at HoldCo's sole election.
- [F2]Based on his affiliation with HealthCap VI, L.P., the Reporting Person may be deemed the beneficial owner of these securities. The Reporting Person expressly disclaims beneficial ownership over these securities except to the extent of his pecuniary interest therein.
- [F3]Under the Agreement, each option to purchase ordinary shares of Issuer was automatically converted into an option to acquire a number of shares of HoldCo common stock determined by multiplying the number of ordinary shares of Issuer subject to such option by 0.784 (rounded down to the nearest whole share), at an exercise price per share (rounded up to the nearest whole cent) determined by dividing the per-share exercise price of Issuer option by 0.784, with the same terms and conditions as applied to the applicable option prior to closing of the transaction. HoldCo issued one CVR with respect to each ordinary share of Issuer subject to each option prior to the adjustment described herein, subject to the same vesting and forfeiture conditions applicable to the corresponding option.
Documents
Issuer
Strongbridge Biopharma plc
CIK 0001634432
Entity typeother
Related Parties
1- filerCIK 0001598405
Filing Metadata
- Form type
- 4
- Filed
- Oct 5, 8:00 PM ET
- Accepted
- Oct 6, 7:41 PM ET
- Size
- 8.6 KB