4//SEC Filing
BESHAR LUKE M 4
Accession 0001209191-20-003221
CIK 0001359931other
Filed
Jan 12, 7:00 PM ET
Accepted
Jan 13, 6:56 PM ET
Size
14.0 KB
Accession
0001209191-20-003221
Insider Transaction Report
Form 4
BESHAR LUKE M
Director
Transactions
- Award
Common Stock
2020-01-10+168,000→ 168,000 total - Award
Stock Option (Right to Buy)
2020-01-09+6,676→ 6,676 totalExercise: $9.18Exp: 2028-12-31→ Common Stock (6,676 underlying) - Award
Stock Option (Right to Buy)
2020-01-09+12,399→ 12,399 totalExercise: $9.18Exp: 2028-07-11→ Common Stock (12,399 underlying) - Award
Stock Option (Right to Buy)
2020-01-09+10,491→ 10,491 totalExercise: $9.18Exp: 2029-04-28→ Common Stock (10,491 underlying)
Footnotes (8)
- [F1]The shares being reported are being issued pursuant to restricted stock unit awards ("RSUs"), each one of which represents a contingent right to receive one share of the Issuer's common stock. 3/24th of the shares were vested upon grant and 1/24th of the shares vest monthly thereafter, beginning on February 10, 2020. Settlement for the RSUs is deferred until the earliest to occur of (i) the Reporting Person's termination of service, (ii) death, (iii) disability and (iv) a change in control of the Issuer. In the event of a change in control of the Issuer, the RSUs will vest in full.
- [F2]On September 23, 2019, the Issuer entered into an Agreement and Plan of Merger and Reorganization (the "Merger Agreement") as amended on November 19, 2019, with the Issuer, REM 1 Acquisition, Inc. ("Merger Sub") and ArTara Subsidiary, Inc. ("ArTara Sub"). On January 9, 2020 (the "Effective Time"), Merger Sub was merged with and into ArTara Sub, with ArTara Sub surviving as a wholly owned subsidiary of the Issuer.
- [F3]The shares subject to this option shall vest in forty eight (48) approximately equal increments of one thousand one hundred forty five (1,145) whole Option Shares beginning on the first day of the first calendar month following July 12, 2018, and then on the first day of each of the next forty seven (47) months thereafter (each a "Vesting Date"), if Reporting Person has remained continuously engaged by the Issuer or any Affiliate through such Vesting Date; provided that, on the last such Vesting Date (being April 1, 2023), all of the Option Shares which had not vested by then (being not less than 1,184 Option Shares) will vest and become exercisable.
- [F4]Received in the Merger in exchange for a stock option to acquire 65,000 shares of ArTara Sub common stock for $1.75 per share.
- [F5]1/48th of the shares subject to the option shall vest monthly following January 1, 2019, for so long as the Reporting Person provides continuous service to the Issuer.
- [F6]Received in the Merger in exchange for a stock option to acquire 35,000 shares of ArTara Sub common stock for $1.75 per share.
- [F7]1/48th of the shares subject to the option shall vest monthly following April 29, 2019, for so long as the Reporting Person provides continuous service to the Issuer.
- [F8]Received in the Merger in exchange for a stock option to acquire 55,000 shares of ArTara Sub common stock for $1.75 per share.
Documents
Issuer
ArTara Therapeutics, Inc.
CIK 0001359931
Entity typeother
Related Parties
1- filerCIK 0001192128
Filing Metadata
- Form type
- 4
- Filed
- Jan 12, 7:00 PM ET
- Accepted
- Jan 13, 6:56 PM ET
- Size
- 14.0 KB