4//SEC Filing
Klausner Richard 4
Accession 0001209191-18-017815
CIK 0001594864other
Filed
Mar 6, 7:00 PM ET
Accepted
Mar 7, 6:21 PM ET
Size
14.4 KB
Accession
0001209191-18-017815
Insider Transaction Report
Form 4
Klausner Richard
Director
Transactions
- Disposition to Issuer
Director Stock Option (Right to Buy)
2018-03-05$63.71/sh−12,000$764,520→ 0 totalExercise: $23.29Exp: 2027-06-15→ Common Stock (12,000 underlying) - Gift
Common Stock
2018-02-07−23,250→ 705,525 total - Disposition from Tender
Common Stock
2018-03-05$87.00/sh−705,525$61,380,675→ 0 total - Disposition to Issuer
Director Stock Option (Right to Buy)
2018-03-05$27.00/sh−12,000$324,000→ 0 totalExercise: $60.00Exp: 2025-06-11→ Common Stock (12,000 underlying) - Disposition to Issuer
Director Stock Option (Right to Buy)
2018-03-05$44.60/sh−12,000$535,200→ 0 totalExercise: $42.40Exp: 2026-06-16→ Common Stock (12,000 underlying)
Footnotes (4)
- [F1]Represents a bona fide gift of common stock; thus, there is no price associated with this transaction.
- [F2]On January 21, 2018, Juno Therapeutics, Inc. (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Celgene Corporation ("Parent"), and Blue Magpie Corporation, a wholly owned subsidiary of Parent ("Purchaser"). On March 5, 2018, Purchaser irrevocably accepted for payment and promptly paid for, all shares of common stock validly tendered and not validly withdrawn pursuant to the Offer (as defined in the Merger Agreement). On March 6, 2018, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation (the "Merger") and becoming a wholly-owned subsidiary of Parent.
- [F3]Pursuant to the terms of the Merger Agreement and the Offer, each share of common stock of the Company held by the Reporting Person was validly tendered for $87.00 per share in cash, without interest and subject to withholding of taxes.
- [F4]In accordance with their terms, Options held by non-employee directors were converted into the right to receive an amount in cash equal to the product of (i) the number of shares of common stock subject to such Option and (ii) $87.00 less the applicable exercise price.
Documents
Issuer
Juno Therapeutics, Inc.
CIK 0001594864
Entity typeother
Related Parties
1- filerCIK 0001591178
Filing Metadata
- Form type
- 4
- Filed
- Mar 6, 7:00 PM ET
- Accepted
- Mar 7, 6:21 PM ET
- Size
- 14.4 KB