Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +737K | $0.00 | 737K | Jul 5, 2023 | Ordinary Shares | 737K | $0.00 | Direct | F1, F2, F3, F4 | |
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +1.25M | $0.00 | 1.25M | Jul 5, 2023 | Ordinary Shares | 1.25M | $0.08 | Direct | F4, F5, F6 | |
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +360K | $0.00 | 360K | Jul 5, 2023 | Ordinary Shares | 360K | $0.65 | Direct | F4, F5, F7 | |
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +3.57M | $0.00 | 3.57M | Jul 5, 2023 | Ordinary Shares | 3.57M | $0.65 | Direct | F4, F5, F7 | |
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +57.8K | $0.00 | 57.8K | Jul 5, 2023 | Ordinary Shares | 57.8K | $0.57 | Direct | F4, F5, F8 | |
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +2.72M | $0.00 | 2.72M | Jul 5, 2023 | Ordinary Shares | 2.72M | $0.57 | Direct | F4, F5, F8 | |
transaction | ADAP | Option to Purchase Ordinary Shares | Award | $0 | +2.16M | $0.00 | 2.16M | Jul 5, 2023 | Ordinary Shares | 2.16M | $0.11 | Direct | F4, F5, F9 |
E. Garry Menzel is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
---|---|
F1 | Pursuant to the terms of the Agreement and Plan of Merger, dated as of March 5, 2023, as amended by Amendment No. 1 to Agreement and Plan of Merger, dated as of April 5, 2023 (the "Merger Agreement"), by and among the Issuer, CM Merger Sub, Inc. ("Merger Sub") and TCR2 Therapeutics, Inc. ("TCRR"), among other things, Merger Sub was merged with and into TCRR (the "Merger") with TCRR surviving the Merger as a wholly-owned subsidiary of the Issuer. Pursuant to the Merger Agreement, immediately prior to the effective time of the Merger, outstanding restricted stock units with respect to TCRR common stock (each, a "TCRR RSU") were assumed by the Issuer and substituted for a restricted stock unit-style option to purchase Ordinary Shares (each, an "Adjusted Restricted Stock Unit Equivalent"), with an exercise price equal to GBP0.001, the nominal value of an Ordinary Share and on substantially similar terms and conditions as were applicable to such TCRR RSUs. |
F2 | The number of Ordinary Shares subject to the Adjusted Restricted Stock Unit Equivalent is equal to (A) the ADS Exchange Ratio multiplied by six (such product, the "Ordinary Share Exchange Ratio") multiplied by (B) the total number of shares of TCRR common stock subject to such TCRR RSU. Each Adjusted Restricted Stock Unit Equivalent was granted to the Reporting Person on the date set out in Column 3. |
F3 | The exercise price was converted from GBP0.001, being the nominal value of an ordinary share, based on an exchange rate of $U.S. 1.2734 to GBP1.00. The actual exercise price will be the pounds sterling amount. |
F4 | Currently exercisable. |
F5 | Pursuant to the Merger Agreement, immediately prior to the effective time of the Merger, outstanding and unexercised options to acquire shares of TCRR common stock (each, a "TCRR Option") were assumed by the Issuer and substituted for an option to purchase Ordinary Shares (each, an "Adjusted Option"), with an exercise price equal to (A) the exercise price of such TCRR Option divided by (B) the Ordinary Share Exchange Ratio. The number of Ordinary Shares subject to the Adjusted Option is equal to (i) the Ordinary Share Exchange Ratio multiplied by (ii) the total number of shares of TCRR common stock subject to such TCRR Option. Each Adjusted Option was granted to the Reporting Person on the date set out in Column 3. |
F6 | The exercise price was converted from GBP0.07, based on an exchange rate of $U.S. 1.2734 to GBP1.00. The actual exercise price will be the pounds sterling amount. |
F7 | The exercise price was converted from GBP0.51, based on an exchange rate of $U.S. 1.2734 to GBP1.00. The actual exercise price will be the pounds sterling amount. |
F8 | The exercise price was converted from GBP0.46, based on an exchange rate of $U.S. 1.2734 to GBP1.00. The actual exercise price will be the pounds sterling amount. |
F9 | The exercise price was converted from GBP0.09, based on an exchange rate of $U.S. 1.2734 to GBP1.00. The actual exercise price will be the pounds sterling amount. |