Wayne A.I. Frederick - Oct 14, 2022 Form 4 Insider Report for Forma Therapeutics Holdings, Inc. (FMTX)

Role: Director
Signature: /s/ Jeannette Potts, as Attorney-in-Fact
Stock symbol: FMTX
Transactions as of: Oct 14, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/14/2022, 04:07 PM
Previous filing: Jul 19, 2022
Next filing: Jan 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FMTX	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction		-7.25K	-100%		0	Oct 14, 2022	Direct	F1, F2

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	FMTX	Stock Option (Right to Buy)	Disposed to Issuer		-25K	-100%		0	Oct 14, 2022	Common Stock	25K	$35.00	Direct	F1, F3
transaction	FMTX	Stock Option (Right to Buy)	Disposed to Issuer		-8.38K	-100%		0	Oct 14, 2022	Common Stock	8.38K	$25.35	Direct	F1, F3
transaction	FMTX	Stock Option (Right to Buy)	Disposed to Issuer		-6.75K	-100%		0	Oct 14, 2022	Common Stock	6.75K	$6.12	Direct	F1, F3

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

Wayne A.I. Frederick 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 August 31, 2022, by and among Forma Therapeutics Holdings, Inc. (the "Issuer"), Novo Nordisk A/S (the "Parent"), and NNUS New Dev, Inc., a wholly owned indirect subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub completed a cash tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer (the "Merger"), effective as of October 14, 2022 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $20.00 in cash (the "Merger Consideration"), subject to withholding of applicable taxes and without interest.
F2	Consists of restricted stock units ("RSUs"), including those RSUs settled into Shares upon vesting. Pursuant to the terms of the Merger Agreement, at the Effective Time, each RSU (whether vested or unvested) that was outstanding immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such RSU, an amount in cash equal to the Merger Consideration, subject to withholding of applicable taxes and without interest.
F3	Pursuant to the terms of the Merger Agreement, at the Effective Time, each option (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, an amount in cash equal to the excess, if any, of the Merger Consideration over the exercise price per share of such option. Each option that was outstanding and unexercised immediately prior to the Effective Time which had a per share exercise price greater than or equal to the Merger Consideration was cancelled with no consideration payable.