Humphrey Jeffrey 4
4 · CONSTELLATION PHARMACEUTICALS INC · Filed Jul 19, 2021
Insider Transaction Report
Form 4
Humphrey Jeffrey
Chief Medical Officer
Transactions
- Disposition to Issuer
Stock Options (Right to buy)
2021-07-15−35,055→ 0 totalExercise: $35.50→ Common Stock (35,055 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2021-07-15−133,000→ 0 totalExercise: $30.20→ Common Stock (133,000 underlying)
Footnotes (1)
- [F1]This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").