David Wheadon - Oct 20, 2022 Form 4 Insider Report for ChemoCentryx, Inc. (CCXI)

Role: Director
Signature: /s/ Susan M. Kanaya, as Attorney-in-Fact
Stock symbol: CCXI
Transactions as of: Oct 20, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/24/2022, 06:58 PM
Previous filing: Aug 8, 2022
Next filing: May 31, 2023

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	CCXI	Restricted Stock Unit	Disposed to Issuer		-22.3K	-100%		0	Oct 20, 2022	Common Stock	22.3K		Direct	F1, F2

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

David Wheadon is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Reflects the disposition of securities pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 3, 2022, among Amgen Inc. ("Parent"), Carnation Merger Sub, Inc. ("Merger Sub") and ChemoCentryx, Inc. (the "Company"), pursuant to which, on October 20, 2022, Merger Sub merged with and into the Company, with the Company surviving the merger as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each restricted stock unit of the Company held by the Reporting Person that was outstanding immediately prior to the Effective Time and that was (A) granted prior to August 3, 2022 or granted after August 3, 2022 and specified in the disclosure schedules delivered by the Company to Parent in connection with the Merger Agreement and/or (B) granted to a non-employee member of the board of directors of the Company became fully vested and was cancelled and converted into the right to receive an amount in cash,
F2	(Continued from Footnote 1) less applicable withholding taxes and without interest, equal to (x) the total number of shares of common stock, par value $0.001 per share, of the Company underlying such restricted stock unit multiplied by (y) $52.00. The restricted stock units did not have an expiration date.

Content

Reflects the disposition of securities pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 3, 2022, among Amgen Inc. ("Parent"), Carnation Merger Sub, Inc. ("Merger Sub") and ChemoCentryx, Inc. (the "Company"), pursuant to which, on October 20, 2022, Merger Sub merged with and into the Company, with the Company surviving the merger as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each restricted stock unit of the Company held by the Reporting Person that was outstanding immediately prior to the Effective Time and that was (A) granted prior to August 3, 2022 or granted after August 3, 2022 and specified in the disclosure schedules delivered by the Company to Parent in connection with the Merger Agreement and/or (B) granted to a non-employee member of the board of directors of the Company became fully vested and was cancelled and converted into the right to receive an amount in cash,

(Continued from Footnote 1) less applicable withholding taxes and without interest, equal to (x) the total number of shares of common stock, par value $0.001 per share, of the Company underlying such restricted stock unit multiplied by (y) $52.00. The restricted stock units did not have an expiration date.