4//SEC Filing
Transcept Pharmaceuticals Inc 4
Accession 0001181431-14-035070
CIK 0001178711operating
Filed
Oct 29, 8:00 PM ET
Accepted
Oct 30, 6:49 PM ET
Size
16.6 KB
Accession
0001181431-14-035070
Insider Transaction Report
Form 4
Kollins John A
SVP, Chief Business Officer
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2014-10-30−7,083→ 0 totalExercise: $57.36Exp: 2022-06-20→ Common Stock (7,083 underlying) - Award
Common Stock
2014-10-30$21.59/sh+4,161$89,828→ 4,161 total - Disposition to Issuer
Stock Option (right to buy)
2014-10-30−9,583→ 0 totalExercise: $19.20Exp: 2023-07-15→ Common Stock (9,583 underlying) - Disposition to Issuer
Stock Option (right to buy)
2014-10-30−4,166→ 0 totalExercise: $81.12Exp: 2022-02-01→ Common Stock (4,166 underlying) - Disposition to Issuer
Stock Option (right to buy)
2014-10-30−7,500→ 0 totalExercise: $48.84Exp: 2023-01-07→ Common Stock (7,500 underlying)
Footnotes (8)
- [F1]Shares received in exchange for the cancellation of all outstanding stock options in connection with the merger of Paratek Pharmaceuticals, Inc. ("Paratek") into a wholly owned subsidiary of the Issuer (the "Merger") pursuant to that certain Agreement and Plan of Merger and Reoganization ("Merger Agreement") by and among Issuer, Tigris Merger Sub, Inc., Tigris Acquisition Sub, LLC, and Paratek, dated June 30, 2014.
- [F2]Pursuant to terms of the Merger Agreement, immediately prior to the effective time of the Merger: each outstanding option to purchase Issuer's common stock, whether vested or unvested, with an exercise price lower than the Issuer Closing Price (as defined therein), which is $21.588, was cancelled and exchanged for a number of shares of Issuer's common stock calculated by dividing (i) the product of (a) the total number of shares of Issuer's common stock previously subject to such option and (b) the excess of the Issuer Closing Price over the exercise price of such option by (ii) the Issuer Closing Price; and (B) certain outstanding options to purchase Issuer's common stock, whether vested or unvested, with an exercise price higher than the Issuer Closing Price, were cancelled and exchanged for a number of shares of Issuer's common stock calculated by dividing a fixed dollar amount for the Reporting Person by the Issuer Closing Price.
- [F3]Number of shares accounts for the effect of a reverse stock split of Issuer's common stock at a ratio of one new share for every twelve shares outstanding effective just prior to the effective time of the Merger (the "stock split").
- [F4]The shares shall vest and become exercisable in a series of forty-eight (48) successive equal monthly installments beginning March 1, 2012. 100% of the unvested shares subject to the option shall immediately vest in full and become exercisable immediately prior to a Change of Control (as such term is defined in the Plan), provided that service is continually provided to the Company from the date of this grant through the date of such Change of Control.
- [F5]One-fourth of the shares subject to the options vested on June 1, 2013 and one forty-eighth of the shares shall vest monthly thereafter.
- [F6]The option vests in forty-eight equal monthly installments beginning on February 7, 2013.
- [F7]The option vests in forty-eight equal monthly installments beginning on August 15, 2013.
- [F8]Represents the adjusted stock option exercise price reflecting the Stock Split.
Documents
Issuer
Transcept Pharmaceuticals Inc
CIK 0001178711
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001178711
Filing Metadata
- Form type
- 4
- Filed
- Oct 29, 8:00 PM ET
- Accepted
- Oct 30, 6:49 PM ET
- Size
- 16.6 KB