4//SEC Filing
Horning Sandra 4
Accession 0001610717-23-000356
CIK 0001628171other
Filed
Nov 13, 7:00 PM ET
Accepted
Nov 14, 8:15 PM ET
Size
13.4 KB
Accession
0001610717-23-000356
Insider Transaction Report
Form 4
Horning Sandra
Director
Transactions
- Award
Common Stock
2023-11-09+52,291→ 52,291 total - Award
Common Stock
2023-11-09+27,696→ 79,987 total - Award
Common Stock
2023-11-09+10,500→ 90,487 total - Award
Earn-out Shares
2023-11-09+10,651→ 10,651 totalExp: 2024-12-17→ Common Stock (10,651 underlying) - Award
Stock Option (Right to Buy)
2023-11-09+36,800→ 36,800 totalExercise: $20.02Exp: 2033-11-08→ Common Stock (36,800 underlying)
Footnotes (5)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of July 31, 2023 (the "Merger Agreement"), at the effective time of the first merger contemplated by the Merger Agreement (the "Effective Time"), each share of common stock of EQRx, Inc. outstanding immediately prior to the Effective Time was converted into 0.1112 shares of common stock of Revolution Medicines, Inc. (the "Company"). The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
- [F2]Pursuant to the Merger Agreement, at the Effective Time, a stock option to purchase shares of EQRx, Inc. common stock that was outstanding immediately prior to the Effective Time was cancelled and converted automatically into the right to receive 27,696 shares of the Company's common stock. The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
- [F3]Includes 10,500 restricted stock units.
- [F4]Pursuant to the terms of the Agreement and Plan of Merger dated August 5, 2021, by and among the EQRx, Inc. (f/k/a CM Life Sciences III Inc.), Clover III Merger Sub Inc. and EQRx International, Inc. (f/k/a EQRx, Inc.), the reporting person was allocated the right to acquire an aggregate of 95,784 shares of common stock of EQRx, Inc. (the "Earn-out Shares"). At the Effective Time, each outstanding Earn-out Share was converted into a number of shares of the Company's common stock equal to the product of the number of Earn-out Shares and 0.1112, or in the case of the reporting person 10,651 Earn-out Shares. The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder. The reporting person has signed a waiver and release waiving her interests in the Earn-out Shares.
- [F5]The option becomes exercisable as it vests and the shares subject to the option vest with respect to 1/36 of the shares subject thereto on each monthly anniversary of November 8, 2023, subject to the reporting person's continued employment or service relationship with the Company on each such vesting date.
Documents
Issuer
Revolution Medicines, Inc.
CIK 0001628171
Entity typeother
Related Parties
1- filerCIK 0001638709
Filing Metadata
- Form type
- 4
- Filed
- Nov 13, 7:00 PM ET
- Accepted
- Nov 14, 8:15 PM ET
- Size
- 13.4 KB