Home/Filings/4/0000950170-24-072220
4//SEC Filing

Pitman Jama 4

Accession 0000950170-24-072220

CIK 0001654151other

Filed

Jun 10, 8:00 PM ET

Accepted

Jun 11, 8:51 PM ET

Size

22.0 KB

Accession

0000950170-24-072220

Insider Transaction Report

Form 4
Period: 2024-06-11
Pitman Jama
SVP, Regulatory & Quality
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2024-06-1162,9710 total
    Exercise: $9.23Common Stock (62,971 underlying)
  • Disposition to Issuer

    Common Stock

    2024-06-1153,95134,243 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2024-06-114,5310 total
    Exercise: $6.13Common Stock (4,531 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2024-06-1154,6670 total
    Exercise: $8.27Common Stock (54,667 underlying)
  • Disposition from Tender

    Common Stock

    2024-06-1134,2430 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2024-06-1144,6000 total
    Exercise: $15.48Common Stock (44,600 underlying)
  • Award

    Common Stock

    2024-06-11+20,16388,194 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2024-06-119,7110 total
    Exercise: $17.00Common Stock (9,711 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2024-06-1138,9000 total
    Exercise: $15.92Common Stock (38,900 underlying)
Footnotes (5)
  • [F1]Represents restricted stock units ("RSUs") previously granted to the Reporting Person subject to performance-based vesting conditions, for which the performance conditions associated with such RSUs had not yet occurred.
  • [F2]This Form 4 reports securities disposed pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 29, 2024, by and among the Issuer, Ono Pharmaceutical Co., Ltd. ("Parent"), and Topaz Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.01 per share (the "Common Stock") for a price per share of $25.60, without interest and subject to tax withholding (the "Merger Consideration"). Effective as of June 11, 2024 (the "Effective Time"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation in the Merger and as a wholly owned subsidiary of Parent.
  • [F3]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each outstanding RSU (whether vested or unvested) was deemed to have vested, and was cancelled and automatically converted into the right to receive an amount in cash equal to the Merger Consideration.
  • [F4]Pursuant to the terms of the Merger Agreement, at the Effective Time, each share of Common Stock held by the Reporting Person was tendered in exchange for the Merger Consideration, without interest and subject to tax withholding.
  • [F5]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each outstanding stock option of the Issuer having an exercise price per share that is less than the Merger Consideration became fully vested, and was cancelled and automatically converted into the right to receive an amount in cash equal to (A) the number of shares underlying such option multiplied by (B) the Merger Consideration.

Documents

1 file

Issuer

Deciphera Pharmaceuticals, Inc.

CIK 0001654151

Entity typeother

Related Parties

1
  • filerCIK 0001852595

Filing Metadata

Form type
4
Filed
Jun 10, 8:00 PM ET
Accepted
Jun 11, 8:51 PM ET
Size
22.0 KB