Knudten Andrew F. 4
4 · AveXis, Inc. · Filed May 15, 2018
Insider Transaction Report
Form 4
AveXis, Inc.AVXS
Knudten Andrew F.
SrVP/Manufacture&Supply Chain
Transactions
- Disposition to Issuer
Common Stock
2018-05-15−8,800→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2018-05-15−141,800→ 0 totalExercise: $18.17Exp: 2025-08-11→ Common Stock (141,800 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-05-15−37,750→ 0 totalExercise: $42.61Exp: 2026-06-20→ Common Stock (37,750 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-05-15−27,827→ 0 totalExercise: $77.24Exp: 2027-05-10→ Common Stock (27,827 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-05-15−15,000→ 0 totalExercise: $133.80Exp: 2028-03-13→ Common Stock (15,000 underlying) - Award
Performance Stock Option (Right to Buy)
2018-05-15+8,778→ 8,778 totalExp: 2028-05-15→ Common Stock (8,778 underlying) - Disposition to Issuer
Performance Stock Option (Right to Buy)
2018-05-15−8,778→ 0 totalExp: 2028-05-15→ Common Stock (8,778 underlying)
Footnotes (6)
- [F1]On April 6, 2018, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Novartis AG, a company organized under the laws of Switzerland ("Parent"), and Novartis AM Merger Corporation, a Delaware corporation and an indirect wholly-owned subsidiary of the Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of the Issuer's common stock (the "Common Stock") held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $218.00 per share (the "Offer Price") in cash.
- [F2]Includes 3,800 shares underlying Restricted Stock Units (the "RSUs"). Pursuant to the Merger Agreement, each outstanding RSU was canceled in exchange for a lump sum cash payment equal to (i) the Offer Price multiplied by (ii) the number of shares of Common Stock underlying the RSU.
- [F3]Pursuant to the Merger Agreement, each outstanding stock option was canceled in exchange for a lump sum cash payment equal the excess of (A) the Offer Price minus (B) the Exercise Price, multiplied by the number of shares of Common Stock underlying the option.
- [F4]On March 20, 2017, the Reporting Person was awarded a performance stock unit (the "PSU") equal to 8,778 shares of Common Stock, subject to the achievement of certain regulatory and manufacturing milestones. On May 15, 2018, in connection with the closing of the transactions contemplated by the Merger Agreement, all applicable performance milestones were satisfied.
- [F5]Immediately exercisable.
- [F6]Pursuant to the Merger Agreement, each outstanding PSU was canceled in exchange for a lump sum cash payment equal to (i) the Offer Price multiplied by (ii) the number of shares of Common Stock subject to the PSU.