Pommer Jerry Lynn 4
4 · SAB Biotherapeutics, Inc. · Filed Oct 26, 2021
Insider Transaction Report
Form 4
Pommer Jerry Lynn
Chief Compliance Officer
Transactions
- Award
Earnout Rights (Restricted Stock Units)
2021-10-22+36,890→ 36,890 total→ Common Stock (36,890 underlying) - Award
Employee Stock Option (right to buy)
2021-10-22+6,979→ 6,979 totalExercise: $1.25Exp: 2030-04-27→ Common Stock (6,979 underlying) - Award
Employee Stock Option (right to buy)
2021-10-22+69,793→ 69,793 totalExercise: $0.25Exp: 2024-08-05→ Common Stock (69,793 underlying) - Award
Employee Stock Option (right to buy)
2021-10-22+14,540→ 14,540 totalExercise: $0.25Exp: 2024-12-12→ Common Stock (14,540 underlying)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger, dated June 21, 2021 and as amended August 12, 2021 (the "Business Combination Agreement"), by and among Big Cypress Acquisition Corp. ("BCYP"), Big Cypress Merger Sub Inc., and SAB Biotherapeutics, Inc. ("Old SAB Biotherapeutics"), each security to purchase shares of Old SAB Biotherapeutics common stock issued and outstanding immediately prior to the effective time of the transactions contemplated by the Business Combination Agreement was automatically converted into a security to purchase a number of shares of the Issuer's common stock based on a conversion rate of $10.10. Upon consummation of the business combination, BCYP changed its name to "SAB Biotherapeutics, Inc." ("New SAB Biotherapeutics" or "Issuer").
- [F2]The option is fully vested.
- [F3]Pursuant to the earnout provisions in the Business Combination Agreement, the reporting person is entitled to receive shares of New SAB Biotherapeutics common stock if, from the closing of the transaction until the fifth anniversary thereof, the volume-weighted average price of the common stock equals or exceeds certain thresholds (the "Earnout Shares"). Subject to adjustment as provided in the Business Combination Agreement, the Earnout Shares will be released as follows:
- [F4]25% of the Earnout Shares will be released if within the five-year period after the closing (the "Earnout Period"), the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $15.00 during at least 20 trading days within a 30-day trading period; 25% of the Earnout Shares will be released if within the Earnout Period, the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $20.00 during at least 20 trading days within a 30-day trading period; 25% of the Earnout Shares will be released if within the Earnout Period, the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $25.00 during at least 20 trading days within a 30-day trading period; and 25% of the Earnout Shares will be released if within the Earnout Period, the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $30.00 during at least 20 trading days within a 30-day trading period.