Denise Bevers - Aug 27, 2021 Form 4 Insider Report for Kindred Biosciences, Inc. (KIN)

Role
Director
Signature
/s/ Denise Bevers
Stock symbol
KIN
Transactions as of
Aug 27, 2021
Transactions value $
-$3,479,840
Form type
4
Date filed
8/30/2021, 05:43 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KIN Common Stock Disposed to Issuer -$1.35M -146K -100% $9.25 0 Aug 27, 2021 Direct F1

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 KIN Stock Option (right to buy) Disposed to Issuer -$170K -20.4K -100% $8.35 0 Aug 27, 2021 Common Stock 20.4K $0.90 By SD Scientific, Inc. F2, F3
transaction KIN Stock Option (right to buy) Disposed to Issuer -$757K -96.1K -100% $7.88 0 Aug 27, 2021 Common Stock 96.1K $1.37 Direct F4
transaction KIN Stock Option (right to buy) Disposed to Issuer $0 -75K -100% $0.00* 0 Aug 27, 2021 Common Stock 75K $15.41 Direct F5
transaction KIN Stock Option (right to buy) Disposed to Issuer -$135K -59K -100% $2.29* 0 Aug 27, 2021 Common Stock 59K $6.96 Direct F6
transaction KIN Stock Option (right to buy) Disposed to Issuer -$342K -59K -100% $5.80 0 Aug 27, 2021 Common Stock 59K $3.45 Direct F7
transaction KIN Stock Option (right to buy) Disposed to Issuer -$170K -30K -100% $5.65 0 Aug 27, 2021 Common Stock 30K $3.60 Direct F8
transaction KIN Stock Option (right to buy) Disposed to Issuer -$285K -100K -100% $2.85 0 Aug 27, 2021 Common Stock 100K $6.40 Direct F9
transaction KIN Stock Option (right to buy) Disposed to Issuer -$50K -100K -100% $0.50* 0 Aug 27, 2021 Common Stock 100K $8.75 Direct F10
transaction KIN Stock Option (right to buy) Disposed to Issuer $0 -75K -100% $0.00* 0 Aug 27, 2021 Common Stock 75K $12.60 Direct F11
transaction KIN Stock Option (right to buy) Disposed to Issuer $0 -150K -100% $0.00* 0 Aug 27, 2021 Common Stock 150K $9.91 Direct F12
transaction KIN Stock Option (right to buy) Disposed to Issuer $0 -80K -100% $0.00* 0 Aug 27, 2021 Common Stock 80K $9.84 Direct F13
transaction KIN Stock Option (right to buy) Disposed to Issuer -$221K -46K -100% $4.81 0 Aug 27, 2021 Common Stock 46K $4.44 Direct F14
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 Represents 145,835 shares of common stock that were disposed of at the effective time of the merger (the "Merger") contemplated by the agreement and plan of merger, dated as of June 15, 2021, by and among the Elanco Animal Health Incorporated, Knight Merger Sub, Inc., and Kindred Biosciences, Inc. (the "Merger Agreement") in exchange for a cash payment of $9.25 per share. The amount of securities includes 2,000 shares of Kindred Biosciences, Inc. common stock that were inadvertently omitted from previous Form 4 filings after being acquired by the reporting person pursuant to the Kindred Biosciences, Inc. Employee Stock Purchase Plan.
F2 This option, which vested 25% of the total number of shares underlying the option ("Option Shares") on the annual anniversary of August 29, 2013, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $170,340.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F3 Held by SD Scientific, Inc. ("SD Scientific"). The Reporting Person is a co-director and co-stockholder of SD Scientific, and as such, shares voting and dispositive power over such shares held by SD Scientific but disclaims beneficial ownership of the shares except to the extent of her pecuniary interest therein.
F4 This option, which vested 25% of the total number of shares underlying the option ("Option Shares") on the annual anniversary of August 29, 2013, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $757,204.96, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F5 This option, which vested 25% of the Option Shares on the annual anniversary of February 3, 2014, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
F6 This option, which vested 25% of the Option Shares on the annual anniversary of January 26, 2015, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $135,180.99, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F7 This option, which vested 25% of the Option Shares on the annual anniversary of January 8, 2016, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $342,379.80, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F8 This option, which vested 25% of the Option Shares on the annual anniversary of April 5, 2016, with the remaining Option Shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $169,500.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F9 This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $285,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F10 This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $50,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
F11 This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
F12 This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
F13 This option, which was subject to acceleration of vesting pursuant to a severance and release agreement between Kindred Biosciences, Inc. and the reporting person, was cancelled pursuant to the Merger Agreement in exchange for no consideration.
F14 This option provided for vesting in four equal quarterly installments from the option grant date. Pursuant to the Merger Agreement, the unvested portion of this option was subject to acceleration of vesting. This option was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $221,260.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.