Kevin J. Cullen - Jan 19, 2023 Form 4 Insider Report for AVEO PHARMACEUTICALS, INC. (AVEO)

Role: Director
Signature: /s/ Danielle V. Holland, attorney in fact
Stock symbol: AVEO
Transactions as of: Jan 19, 2023
Transactions value $: $0
Form type: 4
Date filed: 1/19/2023, 04:14 PM
Previous filing: Jun 8, 2022
Next filing: Aug 18, 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	AVEO	Stock Option (Right to Buy)	Disposed to Issuer		-25K	-100%		0	Jan 19, 2023	Common Stock	25K	$6.30	Direct	F1
transaction	AVEO	Stock Option (Right to Buy)	Disposed to Issuer		-22.5K	-100%		0	Jan 19, 2023	Common Stock	22.5K	$4.27	Direct	F1

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

Kevin J. Cullen is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	This stock option was fully vested and exercisable prior to the Effective Time. Pursuant to the terms of the Merger Agreement, each option to purchase shares of the Company's common stock was canceled and converted into the right to receive an amount in cash, if any, equal to the product of (i) the excess, if any, of the Merger Consideration over the exercise price of such stock option and (ii) the number of shares of common stock underlying such option, less any applicable withholding taxes.

Content

This stock option was fully vested and exercisable prior to the Effective Time. Pursuant to the terms of the Merger Agreement, each option to purchase shares of the Company's common stock was canceled and converted into the right to receive an amount in cash, if any, equal to the product of (i) the excess, if any, of the Merger Consideration over the exercise price of such stock option and (ii) the number of shares of common stock underlying such option, less any applicable withholding taxes.

Remarks:

On January 19, 2022, pursuant to the Agreement and Plan of Merger (as it may be amended from time to time, referred to as the "Merger Agreement"), by and among LG Chem, Ltd. ("Parent"), Acacia acquisition Sub, Inc. ("Merger Sub") and AVEO Pharmaceuticals, Inc. (the "Company"), dated as of October 18, 2022, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of the Company's common stock automatically converted into the right to receive $15.00 per share in cash (the "Merger Consideration").