Home/Filings/4/0001562180-20-000672
4//SEC Filing

Graves Kurt 4

Accession 0001562180-20-000672

CIK 0001070336other

Filed

Jan 28, 7:00 PM ET

Accepted

Jan 29, 4:14 PM ET

Size

19.2 KB

Accession

0001562180-20-000672

Insider Transaction Report

Form 4
Period: 2020-01-28
Graves Kurt
Director
Transactions
  • Disposition to Issuer

    Common Stock

    2020-01-28$6.30/sh22,709$143,0670 total
  • Disposition to Issuer

    Stock Options (Right to buy)

    2020-01-2842,0000 total
    Exercise: $2.18Exp: 2029-01-23Common Stock (42,000 underlying)
  • Disposition to Issuer

    Stock Options (Right to buy)

    2020-01-2830,0000 total
    Exercise: $4.09Exp: 2027-01-19Common Stock (30,000 underlying)
  • Disposition to Issuer

    Stock Options (Right to buy)

    2020-01-2830,0000 total
    Exercise: $7.54Exp: 2026-01-25Common Stock (30,000 underlying)
  • Disposition to Issuer

    Stock Options (Right to buy)

    2020-01-28135,0000 total
    Exercise: $6.12Exp: 2022-06-11Common Stock (135,000 underlying)
  • Disposition to Issuer

    Stock Options (Right to buy)

    2020-01-2830,0000 total
    Exercise: $2.90Exp: 2028-02-09Common Stock (30,000 underlying)
  • Disposition to Issuer

    Stock Options (Right to buy)

    2020-01-2825,0000 total
    Exercise: $3.02Exp: 2023-12-17Common Stock (25,000 underlying)
Footnotes (2)
  • [F1]Disposed of pursuant to the merger agreement (the "Merger Agreement") among Achillion Pharmaceuticals, Inc. ("Achillion"), Alexion Pharmaceuticals, Inc. ("Alexion") and Beagle Merger Sub, Inc. In addition to the cash consideration of $6.30 per share, each shareholder will also receive one contingent value right ("CVR") per share. Each CVR represents the right to receive contingent cash payments of $1.00 upon the achievement of a certain clinical trial milestone with respect to ACH-5228 and $1.00 upon the achievement of a certain regulatory approval milestone with respect to ACH-4471.
  • [F2]Subject to certain conditions, at the effective time, all unexercised options with an exercise price below $6.30 were cancelled and converted into the right to receive (i) a cash payment of (A) $6.30 less the exercise price, multiplied by (B) the number of shares subject thereto and (ii) one CVR per share subject thereto. Options with an exercise price of $6.30 or greater were cancelled and converted into the right to receive a cash payment with respect to each share subject thereto upon each milestone payment date equal to (i) the amount by which, as of the payment date, the sum of (x) $6.30, (y) the amount per share previously paid in respect of any earlier payment date and (z) the amount in cash to be paid at such payment date exceeds the exercise price payable under such option, less (ii) the amount of all payments previously received with respect to such option. Options with an exercise price of $8.30 or greater were cancelled without any consideration payable therefor.

Issuer

ACHILLION PHARMACEUTICALS INC

CIK 0001070336

Entity typeother

Related Parties

1
  • filerCIK 0001406337

Filing Metadata

Form type
4
Filed
Jan 28, 7:00 PM ET
Accepted
Jan 29, 4:14 PM ET
Size
19.2 KB