4//SEC Filing
Bucher James B 4
Accession 0000950170-24-029425
CIK 0001708493other
Filed
Mar 10, 8:00 PM ET
Accepted
Mar 11, 5:15 PM ET
Size
7.5 KB
Accession
0000950170-24-029425
Insider Transaction Report
Form 4
Bucher James B
Chief Legal Officer
Transactions
- Disposition to Issuer
Employee Stock Option (Right to Buy)
2024-03-11−110,000→ 0 totalExercise: $11.30→ Common Stock (110,000 underlying)
Footnotes (3)
- [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 7, 2024, by and among the Issuer, Merck Sharp & Dohme LLC, a New Jersey limited liability company ("Parent"), and Hawaii Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer on March 11, 2024, with the Issuer surviving the merger as a wholly owned subsidiary of Parent (the "Merger").
- [F2]Pursuant to the terms of the Merger Agreement, immediately prior to the effective time of the Merger (the "Effective Time"), each outstanding option to purchase shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") granted under an Issuer equity plan (each, a "Stock Option"), to the extent unvested, became fully vested and exercisable effective immediately prior to, and contingent upon, the Effective Time. Pursuant to the terms of the Merger Agreement, at the Effective Time, (i) each Stock Option that was outstanding and unexercised immediately prior to the Effective Time and that had a per share exercise price that is less than $23.00 in cash per share of Common Stock, without interest (the "Common Stock Merger Consideration" and each such Stock Option, an
- [F3](Continued from footnote 2) "In the Money Option") was cancelled in exchange for the right to receive an amount in cash (without interest and subject to any applicable withholding or other taxes) equal to the product of (1) the total number of shares of Common Stock subject to such Stock Option immediately prior to the Effective Time and (2) the excess of the Common Stock Merger Consideration over the per share exercise price payable for such Stock Option immediately prior to the Effective Time and (ii) each Stock Option other than an In the Money Option then outstanding and unexercised was cancelled with no consideration payable in respect thereof.
Documents
Issuer
Harpoon Therapeutics, Inc.
CIK 0001708493
Entity typeother
Related Parties
1- filerCIK 0001664928
Filing Metadata
- Form type
- 4
- Filed
- Mar 10, 8:00 PM ET
- Accepted
- Mar 11, 5:15 PM ET
- Size
- 7.5 KB