4//SEC Filing
Buten Matthew 4
Accession 0001562180-22-007076
CIK 0001935979other
Filed
Oct 4, 8:00 PM ET
Accepted
Oct 5, 5:36 PM ET
Size
23.8 KB
Accession
0001562180-22-007076
Insider Transaction Report
Form 4
Biohaven Ltd.BHVN
Buten Matthew
Chief Financial Officer
Transactions
- Other
Common Shares
2022-10-03+3,088→ 3,088 total - Other
Common Shares
2022-10-03+18,750→ 21,838 total - Exercise/Conversion
Common Shares
2022-10-03$6.37/sh+11,450$72,937→ 34,838 total - Tax Payment
Common Shares
2022-10-03$7.50/sh−11,042$82,815→ 23,796 total - Other
Stock Options (Right to Buy)
2022-10-03+11,450→ 11,450 totalExercise: $6.37Exp: 2032-01-07→ Common Shares (11,450 underlying) - Exercise/Conversion
Stock Options (Right to Buy)
2022-10-03−1,550→ 0 totalExercise: $6.37Exp: 2032-01-07→ Common Shares (1,550 underlying) - Exercise/Conversion
Common Shares
2022-10-03$6.37/sh+1,550$9,874→ 23,388 total - Exercise/Conversion
Stock Options (Right to Buy)
2022-10-03−11,450→ 0 totalExercise: $6.37Exp: 2032-01-07→ Common Shares (11,450 underlying) - Other
Stock Options (Right to Buy)
2022-10-03+1,550→ 1,550 totalExercise: $6.37Exp: 2032-01-07→ Common Shares (1,550 underlying) - Award
Stock Options (Right to Buy)
2022-10-03+300,000→ 300,000 totalExercise: $7.00Exp: 2032-10-04→ Common Shares (300,000 underlying)
Footnotes (5)
- [F1]Represents common shares of the Issuer ("Common Shares") acquired by the Reporting Person in a pro rata distribution by Biohaven Pharmaceutical Holding Company Ltd.. ("RemainCo") to holders of its common shares (the "Distribution") pursuant to the Separation and Distribution Agreement (the "Separation Agreement"), dated as of May 9, 2022, by and among RemainCo, the Issuer, and Pfizer Inc. ("Pfizer").
- [F2]Effective as of the Distribution, each outstanding restricted share unit of RemainCo was adjusted so that such restricted share unit became a restricted share unit in respect of Common Shares (each, an "Issuer RSU") and a restricted share unit in respect of RemainCo common shares. At the effective time of the merger of a wholly owned subsidiary of Pfizer ("Merger Sub") with and into RemainCo pursuant to the Agreement and Plan of Merger, dated as of May 9, 2022, by and among RemainCo, Pfizer and Merger Sub, the Issuer RSUs accelerated and vested in full and were subsequently settled in Common Shares. As a result, the Reporting Person acquired restricted share units in respect of Common Shares in an amount determined in accordance with the Separation Agreement.
- [F3]These shares were withheld by the Issuer in connection with share settlement to cover the cost of the stock options.
- [F4]Effective as of the Distribution, each outstanding option to purchase common shares of RemainCo was adjusted so that such option became an option to acquire Common Shares and an option to acquire RemainCo common shares. As a result, the Reporting Person acquired options to acquire the Issuer's Common Shares in an amount determined in accordance with the Separation Agreement.
- [F5]The shares underlying this option vest in four equal installments on October 4, 2022, 2023, 2024, and 2025, subject to the reporting person's continuous service with the Issuer at each vesting date.
Documents
Issuer
Biohaven Ltd.
CIK 0001935979
Entity typeother
Related Parties
1- filerCIK 0001898799
Filing Metadata
- Form type
- 4
- Filed
- Oct 4, 8:00 PM ET
- Accepted
- Oct 5, 5:36 PM ET
- Size
- 23.8 KB