Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | CHMA | Common Stock | Disposed to Issuer | $0 | -61.3K | -100% | $0.00* | 0 | Aug 5, 2021 | Direct | F1, F2 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | CHMA | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -10K | -100% | $0.00* | 0 | Aug 5, 2021 | Common Stock | 10K | $3.14 | Direct | F1, F3 |
transaction | CHMA | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -13K | -100% | $0.00* | 0 | Aug 5, 2021 | Common Stock | 13K | $1.35 | Direct | F1, F3 |
transaction | CHMA | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -13K | -100% | $0.00* | 0 | Aug 5, 2021 | Common Stock | 13K | $1.45 | Direct | F1, F3 |
transaction | CHMA | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -13K | -100% | $0.00* | 0 | Aug 5, 2021 | Common Stock | 13K | $7.98 | Direct | F1, F3 |
transaction | CHMA | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -13K | -100% | $0.00* | 0 | Aug 5, 2021 | Common Stock | 13K | $5.81 | Direct | F1, F3 |
John A. Scarlett is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
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 May 4, 2021, by and among Chiasma, Inc. (the "Company), Amryt Pharma plc ("Parent"), and Acorn Merger Sub, Inc., an indirect wholly-owned subsidiary of Parent ("Merger Sub") pursuant to which Merger Sub merged with and into the Company (the "Merger") with the Company surviving as an indirect wholly owned subsidiary of Parent effective as of August [5], 2021 (the "Effective Time"). |
F2 | At the Effective Time, each issued and outstanding share of common stock of the Company (each, a "Share") (excluding any Shares held in the treasury of the Company or owned, directly or indirectly, by Parent or Merger Sub immediately prior to the Effective Time) was cancelled and converted into the right to receive 0.396 (the "Exchange Ratio") American Depositary Shares of Parent ("Parent ADS") representing five Ordinary Shares of Parent. |
F3 | At the Effective Time, each option to purchase Shares (each a "Company Option") that was outstanding and unexercised, immediately prior to the Effective Time, whether or not vested shall, by virtue of the Merger Agreement, ceased to represent a right to acquire Shares, was assumed by Parent and automatically converted into the option to purchase Parent ADSs (each an "Assumed Stock Option") shall be equal to (i) the number of Shares subject to each Company Option immediately prior to the Effective Time multiplied by (ii) the Exchange Ratio, rounded down, if necessary, to the nearest whole number of Parent ADSs, and such Assumed Stock Option shall have an exercise price per Parent ADS (rounded up to the nearest cent) equal to (a) the exercise price per Share otherwise purchasable pursuant to such Company Option divided by (b) the Exchange Ratio. |