Rutherford Colin 4
4 · Evofem Biosciences, Inc. · Filed Jan 18, 2018
Insider Transaction Report
Form 4
Rutherford Colin
Director
Transactions
- Award
Stock Option (right to buy)
2018-01-17+770→ 770 totalExercise: $43.64Exp: 2027-03-08→ Common Stock (770 underlying)
Footnotes (3)
- [F1]On January 17, 2018, Issuer completed a merger transaction (the "Merger") pursuant to an Agreement and Plan of Merger and Reorganization, dated October 17, 2017, by and among Issuer, Nobelli Merger Sub, Inc., and Evofem Biosciences Operations, Inc., formerly known as Evofem Biosciences, Inc. ("Evofem Operations"), as filed with the Securities and Exchange Commission on Form 8-K on October 17, 2017 (the "Merger Agreement"). Pursuant to the Merger Agreement all issued and outstanding options of Evofem Operations converted into and became options to purchase shares of Issuer's common stock.
- [F2]These options to purchase common stock of Issuer were received in connection with the Merger in exchange for options to purchase shares of common stock of Evofem Operations. Each option to purchase one share of common stock of Evofem Operations was cancelled and exchanged for the right to receive an option to purchase 0.154 shares of common stock of Issuer. The shares of common stock of Issuer exercisable pursuant to the option reported reflect any necessary adjustments to account for the 6 for 1 reverse stock split effected by Issuer on January 17, 2018.
- [F3]The shares of common stock exercisable pursuant to the option effective as of March 8, 2017 shall vest in a series of thirty-six (36) successive equal monthly installments commencing on February 12, 2017, such that all shares of common stock of Issuer exercisable pursuant to the option shall be fully vested on January 12, 2020, subject to Mr. Rutherford's continued service.