4//SEC Filing
Gangloff Scott A. 4
Accession 0001193125-25-312111
CIK 0001744659other
Filed
Dec 8, 7:00 PM ET
Accepted
Dec 9, 10:11 AM ET
Size
14.5 KB
Accession
0001193125-25-312111
Insider Transaction Report
Form 4
Gangloff Scott A.
Chief Technology Officer
Transactions
- Disposition to Issuer
Common Stock
2025-12-09−5,088→ 0 total - Disposition to Issuer
Common Stock
2025-12-09−21,263→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-12-09−17,784→ 0 totalExercise: $19.62Exp: 2034-04-29→ Common Stock (17,784 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-12-09−73,700→ 0 totalExercise: $29.23Exp: 2034-12-16→ Common Stock (73,700 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-12-09−204,616→ 0 totalExercise: $19.62Exp: 2034-04-29→ Common Stock (204,616 underlying)
Footnotes (4)
- [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 9, 2025, among the Issuer, Novo Nordisk A/S, a Danish aktieselskab ("Novo"), and NN Invest Sub, Inc ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), effective as of December 9, 2025 (such date and time, the "Effective Time"), with the Issuer surviving the Merger as a wholly owned subsidiary of Novo. At the Effective Time, each share of common stock of the Issuer ("Company Common Stock") reported in this Form 4 was cancelled and converted into the right to receive (i) cash in an amount equal to $54.00 (the "Closing Consideration") and (ii) one contractual contingent value right (a "CVR") representing the right to receive $6.00 in cash, if a specified milestone is achieved, pursuant to the CVR Agreement (as defined in the Merger Agreement) ((i) and (ii), together, the "Merger Consideration").
- [F2]Represents restricted stock units ("Company RSUs") granted to the Reporting Person. Each Company RSU represented a contingent right to receive one share of Company Common Stock upon vesting of the RSU (a "Company RSU").
- [F3]Pursuant to the Merger Agreement, at the Effective Time, each Company RSU reported in this Form 4 was deemed fully vested and cancelled and was converted into the right of the Reporting Person to receive the Merger Consideration in respect of each such Company RSU.
- [F4]Pursuant to the Merger Agreement, at the Effective Time, each compensatory option to purchase shares of Company Common Stock (each, a "Company Option") reported in this Form 4, whether or not vested, was deemed fully vested and was cancelled and converted into the right to receive a cash payment equal to the product of the excess of the Closing Consideration over the per share exercise price of such Company Option, multiplied by the total number of shares of Company Common Stock subject to such Company Option immediately prior to the Effective Time, plus one CVR for each share of Company Common Stock subject to such Company Option immediately prior to the Effective Time.
Documents
Issuer
Akero Therapeutics, Inc.
CIK 0001744659
Entity typeother
Related Parties
1- filerCIK 0001663253
Filing Metadata
- Form type
- 4
- Filed
- Dec 8, 7:00 PM ET
- Accepted
- Dec 9, 10:11 AM ET
- Size
- 14.5 KB