4//SEC Filing
Whitten Jessica 4
Accession 0001628280-21-023463
CIK 0001293971other
Filed
Nov 15, 7:00 PM ET
Accepted
Nov 16, 6:30 AM ET
Size
16.7 KB
Accession
0001628280-21-023463
Insider Transaction Report
Form 4
Whitten Jessica
Chief Accounting Officer
Transactions
- Other
Common Stock
2021-11-11+4,015→ 6,373 total - Other
Stock Option (right to buy)
2021-11-11−7,776→ 7,776 totalExercise: $39.97Exp: 2029-12-02→ Common Stock (7,776 underlying) - Other
Stock Option (right to buy)
2021-11-11−8,030→ 8,030 totalExercise: $14.17Exp: 2031-02-16→ Common Stock (8,030 underlying) - Other
Common Stock
2021-11-11+36,931→ 43,304 total - Other
Common Stock
2021-11-11+1,459→ 2,358 total
Footnotes (7)
- [F1]Represents restricted stock units awarded to the reporting person prior to the separation (the "Separation") of 2seventy bio, Inc. ("2seventy") from bluebird bio, Inc. ("bluebird"). In connection with the Separation, the restricted stock units underlying this award were adjusted pursuant to the Employee Matters Agreement by and between 2seventy and bluebird (the "EMA") such that the reporting person received restricted stock units of 2seventy to preserve the value associated with the original restricted stock unit award (see footnotes 2 and 3). This restricted stock unit award was originally granted on December 2, 2019 and vests over a four-year period at the rate of 25% on December 2, 2020, 25% on December 2, 2021, 25% on December 2, 2022 and 25% on December 2, 2023.
- [F2]bluebird equity awards granted prior to January 1, 2021 were converted into equity awards of both bluebird and 2seventy. The number of shares underlying the converted bluebird equity awards was determined by multiplying the number of shares underlying the existing bluebird equity award by a fraction, the numerator of which is the volume-weighted average trading price of bluebird common stock (trading "regular way") on the five trading days immediately prior to the distribution date (the "bluebird Pre-Distribution VWAP") and the denominator of which is the sum of (1) the volume-weighted average trading price of 2seventy common stock (trading "regular way") on the five trading days immediately following the distribution date multiplied by the distribution ratio and (2) the volume-weighted average trading price of bluebird bio common stock (trading "regular way") on the five trading days immediately following the distribution date (the "bluebird Post-Distribution VWAP").
- [F3]bluebird equity awards granted on or after January 1, 2021, such equity awards continued as bluebird equity awards, subject to adjustment. The adjusted number of shares of bluebird common stock underlying such equity awards is equal to the number of shares of bluebird common stock subject to the equity award immediately prior to the distribution multiplied by a fraction, the numerator of which is the bluebird Pre-Distribution VWAP and the denominator of which is the bluebird Post-Distribution VWAP.
- [F4]Represents restricted stock units awarded to the reporting person prior to the Separation. In connection with the Separation, the restricted stock units underlying this award were adjusted pursuant to the EMA to preserve the value associated with the original restricted stock unit award (see footnotes 2 and 3). This restricted stock unit award was originally granted on February 16, 2021 and vests over a four-year period at the rate of 25% on January 4, 2022, 25% on January 4, 2023, 25% on January 4, 2024 and 25% on January 4, 2025.
- [F5]Represents restricted stock units awarded to the reporting person prior to the Separation. In connection with the Separation, the restricted stock units underlying this award were adjusted pursuant to the EMA to preserve the value associated with the original restricted stock unit award (see footnotes 2 and 3). This restricted stock unit award was originally granted on August 2, 2021 and vests over a two-year period at the rate of 40% on August 2, 2022 and 60% on August 2, 2023.
- [F6]Represents options to purchase bluebird common stock awarded to the reporting person prior to the Separation. In connection with the Separation, the shares of common stock underlying this award were adjusted pursuant to the EMA such that the reporting person received options to purchase shares of 2seventy common stock to preserve the value associated with the original award (see footnotes 2 and 3). This option was originally granted on December 2, 2019 and vests over a four-year period at the rate of 25% on December 2, 2020 and then in 36 equal monthly installments thereafter. The exercise price of the option has been adjusted based on the conversion ratio described in footnotes 2 and 3.
- [F7]Represents options to purchase bluebird common stock awarded to the reporting person prior to the Separation In connection with the Separation, the shares of common stock underlying this award were adjusted pursuant to the EMA to preserve the value associated with the original award (see footnotes 2 and 3). This option was originally granted on February 16, 2021 and vests over a four-year period at the rate of 25% on January 4, 2022 and then in 36 equal monthly installments thereafter. The exercise price of the option has been adjusted based on the conversion ratio described in footnotes 2 and 3.
Documents
Issuer
bluebird bio, Inc.
CIK 0001293971
Entity typeother
Related Parties
1- filerCIK 0001891909
Filing Metadata
- Form type
- 4
- Filed
- Nov 15, 7:00 PM ET
- Accepted
- Nov 16, 6:30 AM ET
- Size
- 16.7 KB