Home/Filings/4/0001209191-14-002012
4//SEC Filing

SANTARUS INC 4

Accession 0001209191-14-002012

CIK 0001172480operating

Filed

Jan 5, 7:00 PM ET

Accepted

Jan 6, 6:11 PM ET

Size

65.1 KB

Accession

0001209191-14-002012

Insider Transaction Report

Form 4
Period: 2014-01-02
Step Michael D
SVP, Corporate Development
Transactions
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$25.10/sh24,390$612,1890 total
    Exercise: $6.90Exp: 2017-03-12Common Stock (24,390 underlying)
  • Award

    Common Stock

    2014-01-02$4.63/sh+36,619$169,546140,053 total
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-0217,64724,390 total
    Exercise: $6.90Exp: 2017-03-12Common Stock (17,647 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-0213,0449,466 total
    Exercise: $6.79Exp: 2016-02-09Common Stock (13,044 underlying)
  • Award

    Common Stock

    2014-01-02$3.33/sh+9,590$31,935149,643 total
  • Award

    Common Stock

    2014-01-02$4.93/sh+3,411$16,816157,960 total
  • Award

    Common Stock

    2014-01-02$6.90/sh+17,647$121,76470,416 total
  • Award

    Common Stock

    2014-01-02$3.33/sh+4,906$16,337154,549 total
  • Award

    Common Stock

    2014-01-02$7.73/sh+37,500$289,87539,725 total
  • Award

    Common Stock

    2014-01-02$6.79/sh+13,044$88,56952,769 total
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$29.64/sh10,000$296,4000 total
    Exercise: $2.36Exp: 2018-03-13Common Stock (10,000 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$25.21/sh9,466$238,6380 total
    Exercise: $6.79Exp: 2016-02-09Common Stock (9,466 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-0237,5000 total
    Exercise: $7.73Exp: 2015-02-07Common Stock (37,500 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$28.67/sh57,910$1,660,2800 total
    Exercise: $3.33Exp: 2021-03-10Common Stock (57,910 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-0236,61984,037 total
    Exercise: $4.63Exp: 2020-03-10Common Stock (36,619 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$27.37/sh84,037$2,300,0930 total
    Exercise: $4.63Exp: 2020-03-10Common Stock (84,037 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-0250 total
    Exercise: $1.18Exp: 2019-03-16Common Stock (5 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-0233,01329,903 total
    Exercise: $2.36Exp: 2018-03-13Common Stock (33,013 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$29.64/sh29,903$886,3250 total
    Exercise: $2.36Exp: 2018-03-13Common Stock (29,903 underlying)
  • Award

    Common Stock

    2014-01-02$2.36/sh+33,013$77,911103,429 total
  • Award

    Common Stock

    2014-01-02$1.18/sh+5$6103,434 total
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-024,90673,582 total
    Exercise: $3.33Exp: 2021-03-10Common Stock (4,906 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$28.67/sh73,582$2,109,5960 total
    Exercise: $3.33Exp: 2021-03-10Common Stock (73,582 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-029,59057,910 total
    Exercise: $3.33Exp: 2021-03-10Common Stock (9,590 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$25.62/sh12,500$320,2500 total
    Exercise: $6.38Exp: 2015-09-21Common Stock (12,500 underlying)
  • Tax Payment

    Common Stock

    2014-01-02$32.00/sh1,497$47,904156,463 total
  • Disposition to Issuer

    Common Stock

    2014-01-02$32.00/sh155,735$4,983,520728 total
  • Disposition from Tender

    Common Stock

    2014-01-02$32.00/sh728$23,2960 total
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$16.58/sh93,750$1,554,3750 total
    Exercise: $15.42Exp: 2023-03-11Common Stock (93,750 underlying)
  • Exercise/Conversion

    Stock Options (right to buy)

    2014-01-023,41180,964 total
    Exercise: $4.93Exp: 2022-03-12Common Stock (3,411 underlying)
  • Disposition to Issuer

    Stock Options (right to buy)

    2014-01-02$27.07/sh80,964$2,191,6950 total
    Exercise: $4.93Exp: 2022-03-12Common Stock (80,964 underlying)
Footnotes (5)
  • [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]Includes shares acquired by the reporting person under the Santarus, Inc. Employee Stock Purchase Plan: 728 shares on 11/29/13.
  • [F3]Reflects Shares pledged to pay the exercise price for stock options exercised effective and contingent upon the closing of the Offer.
  • [F4]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.
  • [F5]Reflects stock options exercised effective and contingent upon the closing of the Offer.

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, 6:11 PM ET
Size
65.1 KB