Melissa Vera Ullerich - Oct 22, 2021 Form 4 Insider Report for SAB Biotherapeutics, Inc. (SABS)

Role
Chief Communications Officer
Signature
/s/ Melissa Vera Ullerich
Stock symbol
SABS
Transactions as of
Oct 22, 2021
Transactions value $
$0
Form type
4
Date filed
10/26/2021, 09:48 PM
Next filing
Mar 18, 2022

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 SABS Employee Stock Option (right to buy) Award +6.98K 6.98K Oct 22, 2021 Common Stock 6.98K $1.25 Direct F1, F2
transaction SABS Employee Stock Option (right to buy) Award +58.2K 58.2K Oct 22, 2021 Common Stock 58.2K $1.00 Direct F1, F3
transaction SABS Employee Stock Option (right to buy) Award +105K 105K Oct 22, 2021 Common Stock 105K $1.88 Direct F1, F4
transaction SABS Earnout Rights (Restricted Stock Units) Award +51K 51K Oct 22, 2021 Common Stock 51K Direct F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement and Plan of Merger, dated June 21, 2021 and as amended August 12, 2021 (the "Business Combination Agreement"), by and among Big Cypress Acquisition Corp. ("BCYP"), Big Cypress Merger Sub Inc., and SAB Biotherapeutics, Inc. ("Old SAB Biotherapeutics"), each security to purchase shares of Old SAB Biotherapeutics common stock issued and outstanding immediately prior to the effective time of the transactions contemplated by the Business Combination Agreement was automatically converted into a security to purchase a number of shares of the Issuer's common stock based on a conversion rate of $10.10. Upon consummation of the business combination, BCYP changed its name to "SAB Biotherapeutics, Inc." ("New SAB Biotherapeutics" or "Issuer").
F2 The option is fully vested.
F3 The option shall vest and become exercisable over a period of 36 months from the Vesting Start Date, November 1, 2018, with 1/3 vesting on the first anniversary of the Vesting Start Date and the remaining balance to vest on a monthy basis for a period of 24 months thereafter, such that the option will be fully vested 36 months from the Vesting Start Date, subject to the reporting person's continuous service with the Issuer on each such date.
F4 The option shall vest and become exercisable over a period of 36 months from the Vesting Start Date, March 29, 2020, with 1/3 vesting on the first anniversary of the Vesting Start Date and the remaining balance to vest on a monthy basis for a period of 24 months thereafter, such that the option will be fully vested 36 months from the Vesting Start Date, subject to the reporting person's continuous service with the Issuer on each such date.
F5 Pursuant to the earnout provisions in the Business Combination Agreement, the reporting person is entitled to receive shares of New SAB Biotherapeutics common stock if, from the closing of the transaction until the fifth anniversary thereof, the volume-weighted average price of the common stock equals or exceeds certain thresholds (the "Earnout Shares"). Subject to adjustment as provided in the Business Combination Agreement, the Earnout Shares will be released as follows: [continued in the next footnote.]
F6 25% of the Earnout Shares will be released if within the five-year period after the closing (the "Earnout Period"), the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $15.00 during at least 20 trading days within a 30-day trading period; 25% of the Earnout Shares will be released if within the Earnout Period, the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $20.00 during at least 20 trading days within a 30-day trading period; 25% of the Earnout Shares will be released if within the Earnout Period, the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $25.00 during at least 20 trading days within a 30-day trading period; and 25% of the Earnout Shares will be released if within the Earnout Period, the volume weighted share price of the New SAB Biotherapeutics common stock equals or exceeds $30.00 during at least 20 trading days within a 30-day trading period.