Bank Keith 4

Accession 0001209191-18-049381

CIK 0001619087other

View on SEC.gov Company Profile

Filed

Sep 3, 8:00 PM ET

Accepted

Sep 4, 7:45 PM ET

Size

32.7 KB

Accession

0001209191-18-049381

Insider Transaction Report

Form 4

Period: 2018-08-30

SteadyMed Ltd.STDY

Bank Keith

Director10% Owner

Transactions

Sale
Ordinary Shares
2018-08-30$4.46/sh−29,830$133,042→ 0 total
Sale
Ordinary Shares
2018-08-30$4.46/sh−25,000$111,500→ 0 total(indirect: By Trust)
Other
Stock Option (Rt to Buy)
2018-08-30−15,492→ 0 total
Exercise: $3.61Exp: 2022-01-25→ Ordinary Shares (15,492 underlying)
Other
Stock Options (Rt to Buy)
2018-08-30−19,739→ 0 total
Exercise: $5.84Exp: 2022-01-25→ Ordinary Shares (19,379 underlying)
Other
Warrants to Purchase Ordinary Shares
2018-08-30$0.13/sh−266,257$33,282→ 0 total(indirect: See Footnote.)
Exercise: $3.60Exp: 2021-08-03→ Ordinary Shares (266,257 underlying)
Sale
Ordinary Shares
2018-08-30$4.46/sh−181,025$807,372→ 0 total(indirect: See Footnote)
Other
Stock Option (Rt to Buy)
2018-08-30−9,928→ 0 total
Exercise: $3.61Exp: 2020-07-10→ Ordinary Shares (9,928 underlying)
Sale
Ordinary Shares
2018-08-30$4.46/sh−266,257$1,187,506→ 0 total(indirect: See Footnote)
Other
Stock Options (Rt to Buy)
2018-08-30−33,350→ 0 total
Exercise: $5.60Exp: 2025-08-06→ Ordinary Shares (33,350 underlying)
Other
Stock Options (Rt to Buy)
2018-08-30−21,029→ 0 total
Exercise: $3.65Exp: 2017-12-28→ Ordinary Shares (21,029 underlying)
Sale
Ordinary Shares
2018-08-30$4.46/sh−2,088,258$9,313,631→ 0 total(indirect: See Footnote)
Other
Stock Options (Rt to Buy)
2018-08-30−5,479→ 0 total
Exercise: $3.61Exp: 2022-01-25→ Ordinary Shares (5,479 underlying)
Other
Stock Options (Rt to Buy)
2018-08-30−3,875→ 0 total
Exercise: $3.85Exp: 2026-10-05→ Ordinary Shares (3,875 underlying)

Footnotes (7)

[F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). Under the Merger Agreement, at the effective time of the merger (the "Effective Time"), each outstanding ordinary share of the Issuer was converted into the right to receive (1) $4.46 in cash plus (2) one contractual contingent value right (a "CVR"), which represents the right to receive $2.63 in cash upon the achievement of a specified milestone (the "Milestone").
[F2]By SteadyMed Investors III LLC. The Reporting Person is a Managing Member of SteadyMed Investors III LLC.
[F3]By SteadyMed Investors III LLC. The Reporting Person is a Managing Member of SteadyMed Investors III LLC.
[F4]By SteadyMed Investors II, LLC. The Reporting Person is a Managing Member of SteadyMed Investors II, LLC.
[F5]Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). At the Effective Time, each outstanding in-the-money option, whether vested or unvested, was converted into the right to receive (1) a cash payment equal to (x) the excess, if any, of $4.46 over the exercise price payable under such option, multiplied by (y) the total number of shares subject to such option immediately prior to the Effective Time and (2) a number of CVRs equal to the total number of shares subject to such option immediately prior to the Effective Time.
[F6]Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). At the Effective Time, each outstanding out-of-the-money option, whether vested or unvested, was converted into the right to receive a cash payment, if and when the Milestone is achieved, equal to (x) the excess, if any, of the sum of (1) $4.46 and (2) the contingent consideration actually payable per CVR over the exercise price payable under such option, multiplied by (y) the total number of shares subject to such option immediately prior to the Effective Time.
[F7]Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). At the Effective Time, each outstanding warrant to purchase ordinary shares of the Issuer issued in 2016 was converted into the right to receive $2.71.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

SteadyMed Ltd.

CIK 0001619087

→

Entity typeother

Related Parties

filerCIK 0001637053

Filing Metadata

Form type: 4
Filed: Sep 3, 8:00 PM ET
Accepted: Sep 4, 7:45 PM ET
Size: 32.7 KB

View on SEC.gov