4//SEC Filing
Khattar Jack A. 4
Accession 0001193125-25-233528
CIK 0001604950other
Filed
Oct 6, 8:00 PM ET
Accepted
Oct 7, 4:30 PM ET
Size
14.7 KB
Accession
0001193125-25-233528
Insider Transaction Report
Form 4
Khattar Jack A.
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2025-10-07−30,000→ 0 totalExercise: $3.85Exp: 2035-06-03→ Common Stock (30,000 underlying) - Disposition from Tender
Common Stock
2025-10-07−5,000→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-10-07−19,750→ 0 totalExercise: $4.11Exp: 2034-06-11→ Common Stock (19,750 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-10-07−16,300→ 0 totalExercise: $4.53Exp: 2032-06-14→ Common Stock (16,300 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-10-07−6,124→ 0 totalExercise: $3.37Exp: 2029-06-18→ Common Stock (6,124 underlying)
Footnotes (3)
- [F1]In connection with the terms of an Agreement and Plan of Merger, dated as of August 24, 2025 (the "Merger Agreement"), by and among the Issuer, MannKind Corporation ("Parent") and Seacoast Merger Sub, Inc., a direct wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's common stock ("Common Stock") on October 7, 2025. Tendering stockholders received per share consideration of $5.35 in cash, without interest, subject to any applicable withholding taxes, plus one non-tradable contingent value right ("CVR"), representing the right to receive certain contingent payments of up to an aggregate amount of $1.00 per CVR in cash,
- [F2](Continued from footnote 1) without interest, subject to any applicable withholding taxes, upon the achievement of certain regulatory and net sales milestones on or prior to the applicable milestone outside dates. After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger", and the effective time of the Merger, the "Effective Time"), with the Issuer continuing as the surviving corporation in the Merger and a wholly owned subsidiary of Parent.
- [F3]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each option to purchase shares of Common Stock (a "Company Option") that was outstanding and unexercised as of immediately prior to the Effective Time and that had an exercise price per share that was less than $5.35, whether or not then vested or exercisable, was cancelled and converted into the right to receive (i) an amount in cash, without interest and subject to any applicable withholding taxes, equal to (A) the total number of shares subject to such Company Option immediately prior to such cancellation multiplied by (B) the excess, if any, of (x) $5.35 over (y) the exercise price payable per share underlying such Company Option and (ii) one CVR in respect of each share subject to such Company Option.
Documents
Issuer
scPharmaceuticals Inc.
CIK 0001604950
Entity typeother
Related Parties
1- filerCIK 0001539937
Filing Metadata
- Form type
- 4
- Filed
- Oct 6, 8:00 PM ET
- Accepted
- Oct 7, 4:30 PM ET
- Size
- 14.7 KB