4//SEC Filing
Vivaldi Coelho Rogerio 4
Accession 0001415889-23-012127
CIK 0001821323other
Filed
Aug 10, 8:00 PM ET
Accepted
Aug 11, 4:10 PM ET
Size
8.8 KB
Accession
0001415889-23-012127
Insider Transaction Report
Form 4
Vivaldi Coelho Rogerio
DirectorPresident and CEO
Transactions
- Disposition to Issuer
Common Stock
2023-08-11−12,169→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2023-08-11$0.75/sh−35,382$26,537→ 0 totalExercise: $14.17Exp: 2033-02-27→ Common Stock (35,382 underlying)
Footnotes (4)
- [F1]Pursuant to the Merger Agreement, as of the Effective Time, these shares were converted into the right to receive consideration per share of (i) $14.92, net to the stockholder in cash, without interest plus (ii) one Contingent Value Right ("CVR") per share.
- [F2]Includes 206 shares acquired by the Reporting Person pursuant to the Issuer's 2020 Employee Stock Purchase Plan ("ESPP") for the purchase period from April 3, 2023 to August 3, 2023. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of the Issuer's common stock. This transaction is exempt under Rule 16b-3(c).
- [F3]Effective May 22, 2023, the Issuer effected a 1-for-13 reverse stock split (the "Reverse Split") of its issued and outstanding shares of Common Stock. Cash was paid in lieu of any fractional shares resulting from the Reverse Split. The Reporting Person's beneficial ownership in this Form 4 has been adjusted for the Reverse Split.
- [F4]Pursuant to the Merger Agreement, these stock options were cancelled and the Reporting Person was entitled to receive (without interest) (x) an amount in cash (less applicable Tax withholdings) equal to the product of (A) the total number of Shares subject to such option immediately prior to the Acceptance Time multiplied by (B) the excess, if any, of the Closing Amount over the applicable exercise price per Share under such option and (y) one CVR per Share subject to such stock option immediately prior to the Acceptance Time.
Documents
Issuer
Sigilon Therapeutics, Inc.
CIK 0001821323
Entity typeother
Related Parties
1- filerCIK 0001610381
Filing Metadata
- Form type
- 4
- Filed
- Aug 10, 8:00 PM ET
- Accepted
- Aug 11, 4:10 PM ET
- Size
- 8.8 KB