Bevers Denise 4

Accession 0001250853-21-000090

CIK 0001561743other

View on SEC.gov Company Profile

Filed

Aug 29, 8:00 PM ET

Accepted

Aug 30, 5:43 PM ET

Size

36.8 KB

Accession

0001250853-21-000090

Insider Transaction Report

Form 4

Period: 2021-08-27

Kindred Biosciences, Inc.KIN

Bevers Denise

Chief Operating Officer

Transactions

Disposition to Issuer
Stock Option (right to buy)
2021-08-27$5.80/sh−59,031$342,380→ 0 total
Exercise: $3.45Exp: 2026-01-08→ Common Stock (59,031 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27−75,000→ 0 total
Exercise: $12.60Exp: 2028-10-22→ Common Stock (75,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27−150,000→ 0 total
Exercise: $9.91Exp: 2029-01-31→ Common Stock (150,000 underlying)
Disposition to Issuer
Common Stock
2021-08-27$9.25/sh−145,835$1,348,974→ 0 total
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$5.65/sh−30,000$169,500→ 0 total
Exercise: $3.60Exp: 2026-04-05→ Common Stock (30,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$0.50/sh−100,000$50,000→ 0 total
Exercise: $8.75Exp: 2028-01-22→ Common Stock (100,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$4.81/sh−46,000$221,260→ 0 total
Exercise: $4.44Exp: 2031-01-19→ Common Stock (46,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$8.35/sh−20,400$170,340→ 0 total(indirect: By SD Scientific, Inc.)
Exercise: $0.90Exp: 2023-08-29→ Common Stock (20,400 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$7.88/sh−96,092$757,205→ 0 total
Exercise: $1.37Exp: 2023-08-29→ Common Stock (96,092 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$2.29/sh−59,031$135,181→ 0 total
Exercise: $6.96Exp: 2025-01-26→ Common Stock (59,031 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27$2.85/sh−100,000$285,000→ 0 total
Exercise: $6.40Exp: 2027-01-23→ Common Stock (100,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27−75,000→ 0 total
Exercise: $15.41Exp: 2024-02-03→ Common Stock (75,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2021-08-27−80,000→ 0 total
Exercise: $9.84Exp: 2030-01-16→ Common Stock (80,000 underlying)

Footnotes (14)

[F1]Represents 145,835 shares of common stock that were disposed of at the effective time of the merger (the "Merger") contemplated by the agreement and plan of merger, dated as of June 15, 2021, by and among the Elanco Animal Health Incorporated, Knight Merger Sub, Inc., and Kindred Biosciences, Inc. (the "Merger Agreement") in exchange for a cash payment of $9.25 per share. The amount of securities includes 2,000 shares of Kindred Biosciences, Inc. common stock that were inadvertently omitted from previous Form 4 filings after being acquired by the reporting person pursuant to the Kindred Biosciences, Inc. Employee Stock Purchase Plan.
[F10]This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $50,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F11]This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
[F12]This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
[F13]This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
[F14]This option provided for vesting in four equal quarterly installments from the option grant date. Pursuant to the Merger Agreement, the unvested portion of this option was subject to acceleration of vesting. This option was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $221,260.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F2]This option, which vested 25% of the total number of shares underlying the option ("Option Shares") on the annual anniversary of August 29, 2013, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $170,340.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F3]Held by SD Scientific, Inc. ("SD Scientific"). The Reporting Person is a co-director and co-stockholder of SD Scientific, and as such, shares voting and dispositive power over such shares held by SD Scientific but disclaims beneficial ownership of the shares except to the extent of her pecuniary interest therein.
[F4]This option, which vested 25% of the total number of shares underlying the option ("Option Shares") on the annual anniversary of August 29, 2013, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $757,204.96, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F5]This option, which vested 25% of the Option Shares on the annual anniversary of February 3, 2014, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
[F6]This option, which vested 25% of the Option Shares on the annual anniversary of January 26, 2015, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $135,180.99, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F7]This option, which vested 25% of the Option Shares on the annual anniversary of January 8, 2016, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $342,379.80, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F8]This option, which vested 25% of the Option Shares on the annual anniversary of April 5, 2016, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $169,500.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
[F9]This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $285,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.

Documents

1 file

4
primary_doc.xmlPrimary
PRIMARY DOCUMENT

Issuer

Kindred Biosciences, Inc.

CIK 0001561743

→

Entity typeother

Related Parties

filerCIK 0001593865

Filing Metadata

Form type: 4
Filed: Aug 29, 8:00 PM ET
Accepted: Aug 30, 5:43 PM ET
Size: 36.8 KB

View on SEC.gov