Home/Filings/4/0001562180-22-007085
4//SEC Filing

Gentile Kimberly 4

Accession 0001562180-22-007085

CIK 0001935979other

Filed

Oct 4, 8:00 PM ET

Accepted

Oct 5, 5:42 PM ET

Size

86.1 KB

Accession

0001562180-22-007085

Insider Transaction Report

Form 4
Period: 2022-10-03
Gentile Kimberly
SVP, Clinical Operations
Transactions
  • Other

    Common Shares

    2022-10-03+6,50012,326 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$6.37/sh+387$2,46518,338 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$6.37/sh+12,612$80,33830,950 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$4.13/sh+1,199$4,95232,149 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$4.13/sh+13,801$56,99845,950 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$1.61/sh+1,542$2,48395,450 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$1.03/sh+295$30495,745 total
  • Other

    Stock Options (Right to Buy)

    2022-10-03+12,50012,500 total
    Exercise: $0.54Exp: 2027-04-05Common Shares (12,500 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-0312,6120 total
    Exercise: $6.37Exp: 2032-01-07Common Shares (12,612 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-0313,8010 total
    Exercise: $4.13Exp: 2031-01-06Common Shares (13,801 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-0330,9580 total
    Exercise: $1.61Exp: 2028-11-20Common Shares (30,958 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-031,5420 total
    Exercise: $1.61Exp: 2028-11-20Common Shares (1,542 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-0320,7160 total
    Exercise: $1.03Exp: 2027-12-06Common Shares (20,716 underlying)
  • Exercise/Conversion

    Stock Options (Right to buy)

    2022-10-034,5000 total
    Exercise: $1.86Exp: 2027-09-04Common Shares (4,500 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+1,1991,199 total
    Exercise: $4.13Exp: 2031-01-06Common Shares (1,199 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+3,0003,000 total
    Exercise: $2.52Exp: 2029-03-22Common Shares (3,000 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+1,5421,542 total
    Exercise: $1.61Exp: 2028-11-20Common Shares (1,542 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+295295 total
    Exercise: $1.03Exp: 2027-12-06Common Shares (295 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+20,71620,716 total
    Exercise: $1.03Exp: 2027-12-06Common Shares (20,716 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2022-10-0312,5000 total
    Exercise: $0.54Exp: 2027-04-05Common Shares (12,500 underlying)
  • Exercise/Conversion

    Common Shares

    2022-10-03$1.03/sh+20,716$21,337116,461 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$1.86/sh+4,500$8,370120,961 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$0.54/sh+12,500$6,750133,461 total
  • Tax Payment

    Common Shares

    2022-10-03$7.00/sh37,492$262,44495,969 total
  • Other

    Stock Options (Right to Buy)

    2022-10-03+387387 total
    Exercise: $6.37Exp: 2032-01-07Common Shares (387 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+12,61212,612 total
    Exercise: $6.37Exp: 2032-01-07Common Shares (12,612 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+13,80113,801 total
    Exercise: $4.13Exp: 2031-01-06Common Shares (13,801 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+14,00014,000 total
    Exercise: $2.84Exp: 2029-11-25Common Shares (14,000 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+30,95830,958 total
    Exercise: $1.61Exp: 2028-11-20Common Shares (30,958 underlying)
  • Other

    Stock Options (Right to Buy)

    2022-10-03+4,5004,500 total
    Exercise: $1.86Exp: 2027-09-04Common Shares (4,500 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-033870 total
    Exercise: $6.37Exp: 2032-01-07Common Shares (387 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-033,0000 total
    Exercise: $2.52Exp: 2029-03-22Common Shares (3,000 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-032950 total
    Exercise: $1.03Exp: 2027-12-06Common Shares (295 underlying)
  • Other

    Common Shares

    2022-10-03+5,8265,826 total
  • Other

    Common Shares

    2022-10-03+1,87517,951 total
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-031,1990 total
    Exercise: $4.13Exp: 2031-01-06Common Shares (1,199 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    2022-10-0314,0000 total
    Exercise: $2.84Exp: 2029-11-25Common Shares (14,000 underlying)
  • Award

    Stock Options (Right to buy)

    2022-10-03+300,000300,000 total
    Exercise: $7.00Exp: 2032-10-04Common Shares (300,000 underlying)
  • Other

    Common Shares

    2022-10-03+3,75016,076 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$2.84/sh+14,000$39,76059,950 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$2.52/sh+3,000$7,56062,950 total
  • Exercise/Conversion

    Common Shares

    2022-10-03$1.61/sh+30,958$49,84293,908 total
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 3, 2022, 2023, 2024, and 2025, subject to the Reporting Person's continuous service with the Issuer at each vesting date.

Issuer

Biohaven Ltd.

CIK 0001935979

Entity typeother

Related Parties

1
  • filerCIK 0001704186

Filing Metadata

Form type
4
Filed
Oct 4, 8:00 PM ET
Accepted
Oct 5, 5:42 PM ET
Size
86.1 KB