Home/Filings/4/0001567619-19-004574
4//SEC Filing

Naider Avi Z. 4

Accession 0001567619-19-004574

CIK 0001581720other

Filed

Feb 14, 7:00 PM ET

Accepted

Feb 15, 9:16 AM ET

Size

18.8 KB

Accession

0001567619-19-004574

Insider Transaction Report

Form 4
Period: 2019-02-15
Transactions
  • Gift

    Common Stock

    2019-01-3115,000111,843 total
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2019-02-15$235.00/sh15,625$3,671,8750 total
    Exercise: $13.00Exp: 2024-07-30Common Stock (15,625 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2019-02-15$235.00/sh11,000$2,585,0000 total
    Exercise: $78.58Exp: 2027-06-21Common Stock (11,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2019-02-15$235.00/sh8,750$2,056,2500 total
    Exercise: $180.98Exp: 2028-06-12Common Stock (8,750 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2019-02-15$235.00/sh7,812$1,835,8200 total
    Exercise: $20.91Exp: 2025-07-27Common Stock (7,812 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Buy)

    2019-02-15$235.00/sh7,812$1,835,8200 total
    Exercise: $24.18Exp: 2026-06-09Common Stock (7,812 underlying)
  • Disposition to Issuer

    Common Stock

    2019-02-15$235.00/sh111,843$26,283,1050 total
Footnotes (3)
  • [F1]Represents the number of shares of Issuer's common stock that were donated as a charitable contribution. The reporting person does not exercise voting or dispositive powers, directly or indirectly, over the donated shares following this transfer.
  • [F2]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated January 5, 2019, between Eli Lilly and Company, an Indiana corporation ("Lilly"), Bowfin Acquisition Corporation, Inc., a Delaware corporation and a wholly owned subsidiary of Lilly ("Merger Sub"), and Loxo Oncology, Inc., a Delaware corporation ("Loxo Oncology"), Merger Sub will merge with and into Loxo Oncology, with Loxo Oncology surviving as a wholly owned subsidiary of Lilly (the "Merger"). Pursuant to the Merger Agreement each issued and outstanding shares (the "Shares") of Loxo common stock, par value $0.0001 per share, was purchased at a price of $235.00 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to withholding taxes.
  • [F3]Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

Documents

1 file

Issuer

Loxo Oncology, Inc.

CIK 0001581720

Entity typeother

Related Parties

1
  • filerCIK 0001612217

Filing Metadata

Form type
4
Filed
Feb 14, 7:00 PM ET
Accepted
Feb 15, 9:16 AM ET
Size
18.8 KB