Home/Filings/4/0001209191-22-046273
4//SEC Filing

Alles Mark J 4

Accession 0001209191-22-046273

CIK 0001595893other

Filed

Aug 16, 8:00 PM ET

Accepted

Aug 17, 4:32 PM ET

Size

13.8 KB

Accession

0001209191-22-046273

Insider Transaction Report

Form 4
Period: 2022-08-17
Alles Mark J
Director
Transactions
  • Disposition to Issuer

    Common Stock

    2022-08-17$76.00/sh2,000$152,0000 total
  • Disposition to Issuer

    Stock Option (right to buy)

    2022-08-172090 total
    Exercise: $65.64Exp: 2031-06-02Common Stock (209 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2022-08-1717,0000 total
    Exercise: $70.60Exp: 2031-05-23Common Stock (17,000 underlying)
Footnotes (2)
  • [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 2, 2022, by and among Turning Point Therapeutics, Inc. (the "Issuer"), Bristol-Myers Squibb Company ("BMS") and Rhumba Merger Sub Inc., a wholly owned subsidiary of BMS ("Purchaser"), on August 17, 2022, Purchaser completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of BMS (the "Merger"). At the effective time of the Merger, each issued and outstanding Share was cancelled in exchange for $76.00 per Share in cash, without interest, subject to any applicable withholding of taxes (the "Cash Amount"). Pursuant to the terms of the Merger Agreement, the Shares were tendered and disposed of at the Offer Acceptance Time (as defined in the Merger Agreement) in exchange for the right to receive the Cash Amount.
  • [F2]At the effective time of the Merger, pursuant to the Merger Agreement, each outstanding option was accelerated and became fully vested and exercisable and was cancelled and automatically converted into the right to receive cash, without interest, in an amount equal to the product of (i) the total number of Shares subject to such option multiplied by (ii) the excess of (x) $76.00 per Share over (y) the exercise price payable per Share under such option, net of any withholding taxes required to be deducted and withheld by applicable law.

Issuer

Turning Point Therapeutics, Inc.

CIK 0001595893

Entity typeother

Related Parties

1
  • filerCIK 0001538897

Filing Metadata

Form type
4
Filed
Aug 16, 8:00 PM ET
Accepted
Aug 17, 4:32 PM ET
Size
13.8 KB