Home/Filings/4/0001209191-09-052749
4//SEC Filing

DOMBKOWSKI ASHLEY L 4

Accession 0001209191-09-052749

CIK 0001408808other

Filed

Nov 12, 7:00 PM ET

Accepted

Nov 13, 6:40 PM ET

Size

30.8 KB

Accession

0001209191-09-052749

Insider Transaction Report

Form 4
Period: 2009-11-11
Transactions
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
Transactions
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
Transactions
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
Transactions
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
Transactions
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
EVNIN LUKE
10% Owner
Transactions
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
Transactions
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
Transactions
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
Transactions
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
Transactions
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11196,8520 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-06-26Common Stock (196,852 underlying)
  • Disposition to Issuer

    Common Stock

    2009-11-113,419,0560 total(indirect: See Footnote)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11385,8850 total(indirect: See Footnote)
    Exercise: $7.86From: 2008-10-23Common Stock (385,885 underlying)
  • Disposition to Issuer

    Warrants (right to buy)

    2009-11-11210,9370 total(indirect: See Footnote)
    Exercise: $15.47From: 2006-11-01Common Stock (210,937 underlying)
Footnotes (12)
  • [F1]Represents shares of Common Stock underlying CHESS Depository Interests ("CDIs") acquired by the reporting persons. CDIs are units of beneficial ownership in shares of Common Stock held by CHESS Depositary Nominees Pty Limited, a wholly-owned subsidiary of the Australian Stock Exchange. The CDIs are economically equivalent to shares of Common Stock of the Issuer on a 1-for-20 basis.
  • [F10]The warrants were held as follows: 184,498 by BV IV QP, 7,108 by BV IV KG and 5,246 by AM BV4. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his, her or its respective pecuniary interest therein.
  • [F11]These warrants were canceled in the merger with LEO Pharma A/S in exchange for a cash payment in the aggregate of $319,680.00, representing the difference between the exercise price of the warrants and the merger consideration per share ($16.99) multiplied by the total number of shares underlying the warrants.
  • [F12]The warrants were held as follows: 197,699 by BV IV QP, 7,616 by BV IV KG and 5,622 by AM BV4. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his, her or its respective pecuniary interest therein.
  • [F2]Disposed of pursuant to the merger agreement among LEO Pharma A/S, Plant Acquisition Sub, Inc. and Peplin, Inc. in exchange for $16.99 per share in cash on the effective date of the merger.
  • [F3]The Common Stock equivalent of CDIs were held as follows: 2,717,315 by MPM BioVentures IV-QP, L.P. ("BV IV QP"), 104,680 by MPM BioVentures IV GmbH & Co. Beteiligungs KG ("BV IV KG"), 77,261 by MPM Asset Management Investors BV4 LLC ("AM BV4"), 25,510 by MPM BioVentures III, LP. ("BV III"), 379,381 by MPM BioVentures III-QP, LP ("BV III QP"), 11,456 by MPM BioVentures III Parallel Fund, LP ("BV III PF"), 32,061 by MPM BioVentures III GmbH & Co. Beteiligungs KG ("BV III KG"), 62,375 by MPM BioVentures Strategic Fund, LP ("BV SF") and 9,017 by MPM Asset Management Investors 2004 BVIII LLC ("AM BV III"). Excludes fractional shares that result from the conversion of CDIs. MPM BioVentures IV GP LLC and MPM BioVentures IV LLC are the direct and indirect general partners of BV IV QP, BV IV KG and AM BV4. Vaughn M. Kailian, Ansbert Gadicke, Luke Evnin, Steven St. Peter, William Greene, James Paul Scopa, Ashley Dombkowski and John Vander Vort are the members of the general partner of BV IV QP, BV IV KG and members of AM BV4. MPM BioVentures III GP, L.P. ("BV III GP") and MPM BioVentures III LLC ("BV III LLC") are the direct and indirect general partners of BV III, BV III QP, BV III PF, BV III KG and BV SF. Luke Evnin and Ansbert Gadicke are Series A members of BV III LLC and managers of AM BV III. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his, her or its respective pecuniary interest therein.
  • [F4]These warrants were canceled in the merger with LEO Pharma A/S in exchange for a cash payment in the aggregate of $3,523,130.05, representing the difference between the exercise price of the warrants and the merger consideration per share ($16.99) multiplied by the total number of shares underlying the warrants.
  • [F5]The warrants were held as follows: 361,668 by BV IV QP, 13,933 by BV IV KG and 10,284 by AM BV4. Each member of the group disclaims beneficial ownership of the securities except to the extent of his, her or its respective pecuniary interest therein.
  • [F6]Represents options to purchase CDIs acquired by the Reporting Persons.
  • [F7]The exercise price of this warrant is denominated in Australian dollars (A$). The exercise price is A$0.84 per CDI, or A$16.80 per share of Common Stock issuable upon conversion of the CDIs. Based on the U.S. Dollar (US$)/A$ exchange rate in effect as of November 9, 2009, this equated to an exercise price, per share of Common Stock, of US$15.47.
  • [F8]Represents shares of Common Stock of the Issuer issuable upon conversion of the CDIs underlying the related warrant, and excludes fractional shares that would result from the conversion of such CDIs into shares of Common Stock.
  • [F9]These warrants were canceled in the merger with LEO Pharma A/S in exchange for a cash payment in the aggregate of $298,333.90, representing the difference between the exercise price of the warrants and the merger consideration per share ($16.99) multiplied by the total number of shares underlying the warrants.

Issuer

PEPLIN INC

CIK 0001408808

Entity typeother

Related Parties

1
  • filerCIK 0001270774

Filing Metadata

Form type
4
Filed
Nov 12, 7:00 PM ET
Accepted
Nov 13, 6:40 PM ET
Size
30.8 KB