Kiernan Peter D. III 4
4 · JAVELIN PHARMACEUTICALS, INC · Filed Jul 2, 2010
Insider Transaction Report
Form 4
Kiernan Peter D. III
Director
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2010-07-02−24,000→ 0 totalExercise: $1.26From: 2009-12-31Exp: 2019-05-01→ Common Stock (24,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2010-07-02−50,000→ 0 totalExercise: $3.04From: 2009-02-19Exp: 2018-02-19→ Common Stock (50,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2010-07-02$2.20/sh−2,411,848$5,306,066→ 0 total(indirect: By LLC)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger, dated April 17, 2010, by and among Hospira, Inc., Discus Acquisition Corporation ("Purchaser") and Javelin Pharmaceuticals, Inc. (the "Company"), Purchaser merged with and into the Company on July 2, 2010 (the "Merger"). These shares, which were outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were immediately canceled and converted at the effective time of the Merger into the right to receive cash consideration equal to $2.20 per share.
- [F2]Mr. Kiernan is the sole manager of Kiernan Ventures LLC and Mr. Kiernan and his wife own all the outstanding interests in Kiernan Ventures LLC.
- [F3]These options, which were outstanding and unexercised immediately prior to the Effective Time were immediately canceled and terminated.
- [F4]The shares underlying these options, which were fully vested at the Effective Time, were canceled at the closing of the Merger in exchange for a cash payment of $22,560.00, representing the number of shares of the Company's common stock underlying shuch options multiplied by $2.20, less the aggregate exercise price of the options.