Fred M. Powell - May 24, 2022 Form 4 Insider Report for ANTARES PHARMA, INC. (ATRS)

Role: Executive Vice President & CFO
Signature: /s/ Lisa M. Kallebo as attorney-in-fact for Fred M. Powell
Stock symbol: ATRS
Transactions as of: May 24, 2022
Transactions value $: -$5,125,512
Form type: 4
Date filed: 5/26/2022, 05:24 PM
Previous filing: Mar 4, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ATRS	Common Stock	Disposed to Issuer	-$3.29M	-587K	-100%	$5.60	0	May 24, 2022	Direct	F1, F2
transaction	ATRS	Common Stock	Disposed to Issuer	-$1.14M	-204K	-100%	$5.60	0	May 24, 2022	Direct	F1, F2, F3
transaction	ATRS	Common Stock	Disposed to Issuer	-$696K	-124K	-100%	$5.60	0	May 24, 2022	Direct	F1, F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ATRS	Stock Option (right to buy)	Disposed to Issuer		-150K	-100%		0	May 24, 2022	Common Stock	150K	$1.76	Direct	F5
transaction	ATRS	Stock Option (right to buy)	Disposed to Issuer		-218K	-100%		0	May 24, 2022	Common Stock	218K	$2.66	Direct	F5
transaction	ATRS	Stock Option (right to buy)	Disposed to Issuer		-177K	-100%		0	May 24, 2022	Common Stock	177K	$2.70	Direct	F5
transaction	ATRS	Stock Option (right to buy)	Disposed to Issuer		-182K	-100%		0	May 24, 2022	Common Stock	182K	$2.92	Direct	F5
transaction	ATRS	Stock Option (right to buy)	Disposed to Issuer		-254K	-100%		0	May 24, 2022	Common Stock	254K	$2.73	Direct	F5
transaction	ATRS	Stock Option (right to buy)	Disposed to Issuer		-164K	-100%		0	May 24, 2022	Common Stock	164K	$4.42	Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Fred M. Powell is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 12, 2022, by and among the Issuer, Antares Pharma, Inc., a Delaware corporation (the "Company"), Halozyme Therapeutics, Inc., a Delaware corporation ("Parent"), and Atlas Merger Sub, Inc., a Delaware corporation ("Purchaser") and a wholly owned subsidiary of Parent, to which Purchaser completed a tender offer for shares of common stock of Issuer, $0.01 par value per share (each, a "Share") and thereafter merged with and into the Issuer (the "Merger") effective as of May 24, 2022 (the "Effective Time").
F2	(Continued from Footnote 1) At the Effective Time, each Share outstanding immediately prior to the Effective Time (other than Excluded Shares) was converted into the right to receive $5.60 in cash, without interest (the "Merger Consideration") and subject to any withholding of taxes required by applicable legal requirements, upon the terms and subject to the conditions of the Merger Agreement. From and after the Effective Time, all Shares were no longer outstanding and were automatically cancelled.
F3	Each Company restricted stock unit ("Company RSU") means any restricted stock unit granted under the Company Equity Plan. At the Effective Time, each Company RSU that was outstanding immediately prior to the Effective Time was cancelled at the Effective Time and converted into the right to receive a cash payment equal to the product of (i) the number of Shares issuable in settlement of the Company RSU immediately prior to the Effective Time multiplied by (ii) the Merger Consideration.
F4	Each Company performance restricted stock unit ("Company PSU") means any performance stock unit granted under the Company Equity Plan. At the Effective Time, each Company PSU that was outstanding immediately prior to the Effective Time was cancelled at the Effective Time and converted into the right to receive a cash payment equal to the product of (i) the number of Shares issuable in settlement of the Company PSU (at the target level of performance) immediately prior to the Effective Time multiplied by (ii) the Merger Consideration.
F5	Each Company option to purchase Shares ("Company Option") means any option to purchase Shares granted under the Company Equity Plan. At the Effective Time, each Company Option that was then outstanding as of immediately prior to the Effective Time was, to the extent unvested, accelerated and became fully vested and exercisable effective prior to the Effective Time. Each Company Option that was outstanding and unexercised as of immediately prior to the Effective Time was cancelled and converted into the right to receive cash in an amount equal to the product of (i) the total number of Shares subject to such Company Option immediately prior to the Effective Time, multiplied by (ii) the excess of (A) the Merger Consideration over (B) the exercise price payable per Share under such Company Option.