Home/Filings/4/0001193125-25-322642
4//SEC Filing

Hill Malcolm R 4

Accession 0001193125-25-322642

CIK 0001403708other

Filed

Dec 16, 7:00 PM ET

Accepted

Dec 17, 4:00 PM ET

Size

12.1 KB

Accession

0001193125-25-322642

Insider Transaction Report

Form 4
Period: 2025-12-16
Transactions
  • Disposition from Tender

    Common Stock

    2025-12-161330 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-12-171,2180 total
    Exercise: $5.41Common Stock (1,218 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-12-175,8330 total
    Exercise: $4.45Common Stock (5,833 underlying)
Footnotes (2)
  • [F1]On December 16, 2025, in connection with that certain Agreement and Plan of Merger, dated as of November 3, 2025 (the "Merger Agreement"), by and among the Issuer, QOL Medical, LLC ("Parent") and QOL-EOS Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub" and together with Parent, the "Purchasers"), the Purchasers completed a tender offer to acquire all of the issued and outstanding shares of Common Stock of the Issuer in exchange for $11.00 per share in cash (the "Offer Price").
  • [F2]After completion of the tender offer, Merger Sub merged with and into the Issuer, effective as of December 17, 2025 (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each option to purchase shares of Common Stock ("Company Option") outstanding as of immediately prior to the Effective Time accelerated and became fully vested and was automatically canceled and terminated and converted into the right to receive, subject to the terms of the Merger Agreement, an amount in cash (without interest) equal to the product obtained by multiplying (i) the aggregate number of shares underlying such Company Option immediately prior to the Effective Time, by (ii) an amount equal to (x) the Offer Price, less (y) the per share exercise price of such Company Option.

Documents

1 file

Issuer

Evoke Pharma Inc

CIK 0001403708

Entity typeother

Related Parties

1
  • filerCIK 0001578856

Filing Metadata

Form type
4
Filed
Dec 16, 7:00 PM ET
Accepted
Dec 17, 4:00 PM ET
Size
12.1 KB