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4//SEC Filing

SANTARUS INC 4

Accession 0001209191-14-001782

CIK 0001172480operating
View on SEC.govCompany Profile

Filed

Jan 5, 7:00 PM ET

Accepted

Jan 6, 4:13 PM ET

Size

59.4 KB

Accession

0001209191-14-001782

Insider Transaction Report

Form 4
Period: 2014-01-02
SANTARUS INCSNTS
DE MEULES JULIE A
Sr. VP, Human Resources
Transactions
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$28.67/sh−63,281$1,814,266→ 0 total
    Exercise: $3.33Exp: 2021-03-10→ Common Stock (63,281 underlying)
  • Award

    Common Stock

    2014-01-02$7.15/sh+58,208$416,187→ 58,651 total
  • Award

    Common Stock

    2014-01-02$3.33/sh+4,219$14,049→ 136,466 total
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−10,276→ 68,212 total
    Exercise: $3.33Exp: 2021-03-10→ Common Stock (10,276 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$25.10/sh−63,584$1,595,958→ 0 total
    Exercise: $6.90Exp: 2017-03-12→ Common Stock (63,584 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−15,000→ 60,000 total
    Exercise: $6.79Exp: 2016-02-09→ Common Stock (15,000 underlying)
  • Award

    Common Stock

    2014-01-02$6.90/sh+16,416$113,270→ 90,067 total
  • Award

    Common Stock

    2014-01-02$2.36/sh+3,768$8,892→ 93,835 total
  • Award

    Common Stock

    2014-01-02$3.33/sh+10,276$34,219→ 146,742 total
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$28.67/sh−68,212$1,955,638→ 0 total
    Exercise: $3.33Exp: 2021-03-10→ Common Stock (68,212 underlying)
  • Disposition to Issuer

    Common Stock

    2014-01-02$32.00/sh−149,710$4,790,720→ 443 total
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−38,412→ 82,244 total
    Exercise: $4.63Exp: 2020-03-10→ Common Stock (38,412 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$27.37/sh−82,244$2,251,018→ 0 total
    Exercise: $4.63Exp: 2020-03-10→ Common Stock (82,244 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−16,416→ 63,584 total
    Exercise: $6.90Exp: 2017-03-12→ Common Stock (16,416 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$16.58/sh−93,750$1,554,375→ 0 total
    Exercise: $15.42Exp: 2023-03-11→ Common Stock (93,750 underlying)
  • Award

    Common Stock

    2014-01-02$6.79/sh+15,000$101,850→ 73,651 total
  • Award

    Common Stock

    2014-01-02$4.63/sh+38,412$177,848→ 132,247 total
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−4,219→ 63,281 total
    Exercise: $3.33Exp: 2021-03-10→ Common Stock (4,219 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−58,208→ 6,792 total
    Exercise: $7.15Exp: 2015-02-15→ Common Stock (58,208 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$24.85/sh−6,792$168,781→ 0 total
    Exercise: $7.15Exp: 2015-02-15→ Common Stock (6,792 underlying)
  • Award

    Common Stock

    2014-01-02$4.93/sh+3,411$16,816→ 150,153 total
  • Disposition from Tender

    Common Stock

    2014-01-02$32.00/sh−443$14,176→ 0 total
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−3,411→ 64,089 total
    Exercise: $4.93Exp: 2022-03-12→ Common Stock (3,411 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$27.07/sh−64,089$1,734,889→ 0 total
    Exercise: $4.93Exp: 2022-03-12→ Common Stock (64,089 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-02−3,768→ 11,393 total
    Exercise: $2.36Exp: 2018-03-13→ Common Stock (3,768 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$29.64/sh−11,393$337,689→ 0 total
    Exercise: $2.36Exp: 2018-03-13→ Common Stock (11,393 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$25.21/sh−60,000$1,512,600→ 0 total
    Exercise: $6.79Exp: 2016-02-09→ Common Stock (60,000 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$25.62/sh−25,000$640,500→ 0 total
    Exercise: $6.38Exp: 2015-09-21→ Common Stock (25,000 underlying)
Footnotes (3)
  • [F1]Reflects shares of Santarus, Inc. ("Santarus") common stock, par value $0.0001 per share (the "Shares"), acquired in connection with the exercise of stock options effective and contingent upon the closing of the cash tender offer by Willow Acquisition Sub Corporation ("Merger Sub"), an indirect wholly owned subsidiary of Salix Pharmaceuticals, Ltd. ("Salix"), to purchase all of the issued and outstanding Shares at a purchase price of $32.00 per Share (the "Offer Price"), net to the seller in cash, without interest thereon and subject to any required withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated December 3, 2013, and in the related letter of transmittal (collectively, as each may be amended or supplemented from time to time, the "Offer").
  • [F2]Reflects stock options to purchase Shares. In connection with the merger (the "Merger") of Merger Sub with and into Santarus pursuant to the Agreement and Plan of Merger, dated as of November 7, 2013 (the "Merger Agreement"), among Salix, Salix Pharmaceuticals, Inc., Merger Sub and Santarus, such stock options (i) became fully vested and exercisable prior to the effective time of the Merger and (ii) to the extent not exercised on or prior to the effective time, were cancelled and converted into the right to receive a cash payment in the amount by which the Offer Price exceeded the exercise price of the stock option as of the effective time of the Merger.
  • [F3]Reflects stock options exercised effective and contingent upon the closing of the Offer.

Documents

1 file

Issuer

SANTARUS INC

CIK 0001172480

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001172480

Filing Metadata

Form type
4
Filed
Jan 5, 7:00 PM ET
Accepted
Jan 6, 4:13 PM ET
Size
59.4 KB
View on SEC.gov