4//SEC Filing
Rew Richard W. II 4
Accession 0001062993-23-007397
CIK 0001615055other
Filed
Mar 20, 8:00 PM ET
Accepted
Mar 21, 4:45 PM ET
Size
10.2 KB
Accession
0001062993-23-007397
Insider Transaction Report
Form 4
Rew Richard W. II
SVP, GC & Secretary
Transactions
- Disposition to Issuer
Common Stock
2023-03-21−20,000→ 0 total - Disposition to Issuer
Stock Option
2023-03-21−40,000→ 0 totalExercise: $8.02Exp: 2031-12-06→ Common Stock (40,000 underlying) - Disposition to Issuer
Stock Option
2023-03-21−101,800→ 0 totalExercise: $3.43Exp: 2032-03-31→ Common Stock (101,800 underlying)
Footnotes (4)
- [F1]On March 21, 2023, pursuant to the Agreement and Plan of Merger, dated as of December 21, 2022 (the Merger Agreement), by and among IsoPlexis Corporation, a Delaware corporation (IsoPlexis), Berkeley Lights, Inc., a Delaware corporation (Berkeley Lights), and Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Berkeley Lights, each share of common stock, par value $0.001, of IsoPlexis (IsoPlexis Common Stock) reported in this Form 4 was converted into the right to receive 0.6120 fully paid and nonassessable shares of common stock, par value $0.00005, of Berkeley Lights (Berkeley Lights Common Stock), together with cash in lieu of fractional shares of Berkeley Lights Common Stock, if any, and any unpaid dividends or other distributions.
- [F2]On March 21, 2023, pursuant to the Merger Agreement, each IsoPlexis stock option (whether vested or unvested) reported in this Form 4 (a) if the per-share exercise price was equal to or greater than the average closing trading price for a share of IsoPlexis Common Stock rounded to the nearest one-tenth of a cent, as reported on The Nasdaq Stock Market LLC for the five most recent trading days ending on and including the third business day prior to March 20, 2023 (the Company Trading Price), was canceled for no consideration and (b) if the per-share exercise price was less than the Company Trading Price, was converted into a Berkeley Lights stock option of approximately equivalent value and generally on the same terms and conditions.
- [F3]Vested 25% on December 6, 2022 and thereafter in 36 equal monthly installments.
- [F4]Vests 25% on March 31, 2023 and thereafter in 36 equal monthly installments.
Issuer
IsoPlexis Corp
CIK 0001615055
Entity typeother
Related Parties
1- filerCIK 0001433265
Filing Metadata
- Form type
- 4
- Filed
- Mar 20, 8:00 PM ET
- Accepted
- Mar 21, 4:45 PM ET
- Size
- 10.2 KB