ADOLOR CORP 4

Accession 0001076167-11-000036

CIK 0001076167operating

View on SEC.gov Company Profile

Filed

Dec 13, 7:00 PM ET

Accepted

Dec 14, 11:47 AM ET

Size

28.6 KB

Accession

0001076167-11-000036

Insider Transaction Report

Form 4

Period: 2011-12-12

ADOLOR CORPADLR

Limongelli John M

SVP,General Counsel &Secretary

Transactions

Exercise/Conversion
Adolor Common Stock (ADLR)
2011-12-12$1.34/sh+67,500$90,450→ 469,950 total
Exercise/Conversion
Stock Option (right to buy)
2011-12-12−5,256→ 0 total
Exercise: $3.39→ Adolor Common Stock (ADLR) (5,256 underlying)
Exercise/Conversion
Adolor Common Stock (ADLR)
2011-12-12$3.39/sh+5,256$17,818→ 212,706 total
Exercise/Conversion
Stock Option (right to buy)
2011-12-12−119,744→ 0 total
Exercise: $3.39→ Adolor Common Stock (ADLR) (119,744 underlying)
Exercise/Conversion
Stock Option (right to buy)
2011-12-12−56,931→ 0 total
Exercise: $1.77→ Adolor Common Stock (ADLR) (56,931 underlying)
Exercise/Conversion
Stock Option (right to buy)
2011-12-12−22,500→ 0 total
Exercise: $1.34→ Adolor Common Stock (ADLR) (22,500 underlying)
Exercise/Conversion
Adolor Common Stock (ADLR)
2011-12-12$1.34/sh+22,500$30,150→ 492,450 total
Award
Adolor Common Stock (ADLR)
2011-12-12+18,750→ 511,200 total
Other
Adolor Common Stock (ADLR)
2011-12-12$4.25/sh−511,200$2,172,600→ 0 total
Exercise/Conversion
Stock Option (right to buy)
2011-12-12−13,069→ 0 total
Exercise: $1.77→ Adolor Common Stock (ADLR) (13,069 underlying)
Exercise/Conversion
Adolor Common Stock (ADLR)
2011-12-12$1.77/sh+13,069$23,132→ 402,450 total
Exercise/Conversion
Adolor Common Stock (ADLR)
2011-12-12$3.39/sh+119,744$405,932→ 332,450 total
Exercise/Conversion
Adolor Common Stock (ADLR)
2011-12-12$1.77/sh+56,931$100,768→ 389,381 total
Exercise/Conversion
Stock Option (right to buy)
2011-12-12−67,500→ 0 total
Exercise: $1.34→ Adolor Common Stock (ADLR) (67,500 underlying)

Footnotes (3)

[F1]Represents vesting of performance-based deferred stock units.
[F2]Pursuant to the terms of the Agreement and Plan of Merger, dated as of October 24, 2011, by and among the Issuer, FRD Acquisition Corporation and Cubist Pharmaceuticals, Inc., on December 12, 2011, all outstanding shares of Adolor common stock were converted to the right to receive $4.25 per share in cash, plus one non-transferable contingent payment right for each share, which represents the right to receive up to $4.50 in cash subject to the fulfillment of certain conditions and/or the attainment of certain milestones, upon closing of the merger.
[F3]Transaction pertains to the vesting of unvested stock options and the issuance of shares of common stock underlying certain vested stock options, pursuant to the terms of the Agreement and Plan of Merger, dated as of October 24, 2011, by and among the Issuer, FRD Acquisition Corporation and Cubist Pharmaceuticals, Inc. and the related Offer.

Documents

1 file

4
primary_doc.xmlPrimary
PRIMARY DOCUMENT

Issuer

ADOLOR CORP

CIK 0001076167

→

Entity typeoperating

Related Parties

filerCIK 0001076167

Filing Metadata

Form type: 4
Filed: Dec 13, 7:00 PM ET
Accepted: Dec 14, 11:47 AM ET
Size: 28.6 KB

View on SEC.gov