4//SEC Filing
Pursley James 4
Accession 0001209191-20-049683
CIK 0001639225other
Filed
Sep 3, 8:00 PM ET
Accepted
Sep 4, 9:14 PM ET
Size
19.0 KB
Accession
0001209191-20-049683
Insider Transaction Report
Form 4
Pursley James
Chief Commercial Officer
Transactions
- Sale
Common Stock
2020-09-04$129.03/sh−341$44,001→ 73,294 total - Sale
Common Stock
2020-09-04$128.00/sh−940$120,319→ 73,635 total - Exercise/Conversion
Common Stock
2020-09-04$0.80/sh+19,428$15,542→ 98,151 total - Sale
Common Stock
2020-09-04$124.51/sh−12,803$1,594,102→ 74,575 total - Sale
Common Stock
2020-09-04$124.41/sh−10,773$1,340,269→ 87,378 total - Exercise/Conversion
Employee Stock Option (right to buy)
2020-09-04−5,429→ 0 totalExercise: $0.36Exp: 2024-12-11→ Common Stock (5,429 underlying) - Exercise/Conversion
Employee Stock Option (right to buy)
2020-09-04−19,428→ 105,572 totalExercise: $0.80Exp: 2025-12-10→ Common Stock (19,428 underlying) - Exercise/Conversion
Common Stock
2020-09-04$0.36/sh+5,429$1,954→ 78,723 total
Footnotes (5)
- [F1]On August 5, 2020, the Issuer entered into an Agreement and Plan of Merger with Teladoc Health, Inc. ("Teladoc") and Tempranillo Merger Sub, Inc., a wholly-owned subsidiary of Teladoc ("Merger Sub"), pursuant to which Merger Sub will merge with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Teladoc (the "Merger"). Pursuant to the terms of the Rule 10b5-1 trading plan adopted by the reporting person on November 12, 2019 (the "Trading Plan"), all sales pursuant to the Trading Plan were automatically suspended following the public announcement of the Merger without any action by the reporting person, and the Trading Plan was subsequently terminated. The number of shares sold and reported on this form is consistent with the number of shares that would have been sold by the reporting person pursuant to the Trading Plan had the Trading Plan not been suspended in connection with the Merger.
- [F2]Following the sales reported on this form, the reporting person continues to hold over 85% of the shares of the Issuer's common stock and vested stock options held immediately prior to such sales.
- [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $127.58 to $128.49, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) and (4) to this Form 4.
- [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $128.77 to $129.16, inclusive.
- [F5]Shares subject to the option are fully vested and immediately exercisable.
Documents
Issuer
Livongo Health, Inc.
CIK 0001639225
Entity typeother
Related Parties
1- filerCIK 0001783108
Filing Metadata
- Form type
- 4
- Filed
- Sep 3, 8:00 PM ET
- Accepted
- Sep 4, 9:14 PM ET
- Size
- 19.0 KB