Michael S. Kaminer - 16 Dec 2021 Form 4 Insider Report for Soliton, Inc.

Role: Director
Signature: /s/ Lori Bisson by Power of Attorney
Issuer symbol: N/A
Transactions as of: 16 Dec 2021
Net transactions value: $0
Form type: 4
Filing time: 17 Dec 2021, 16:09:13 UTC
SEC: View on sec.gov

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	SOLY	Stock option (right to buy)	Disposed to Issuer		-15,000	-100%		0	16 Dec 2021	Common Stock	15,000	$0.1300	Direct	F1
transaction	SOLY	Stock option (right to buy)	Disposed to Issuer		-30,000	-100%		0	16 Dec 2021	Common Stock	30,000	$8.89	Direct	F1

* 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 as of May 8, 2021 (the "Merger Agreement"), by and among Soliton, Inc. (the "Company"), AbbVie Inc. ("AbbVie") and Scout Merger Sub, Inc., a wholly owned subsidiary of AbbVie ("Merger Sub"), immediately prior to the effective time of the merger of Merger Sub with and into the Company (the "Merger"), each outstanding and unexercised option, whether vested or unvested, was converted into the right to receive a cash payment, without interest and subject to deduction for any required withholding under applicable law, in an amount equal to $22.60 (the "Merger Consideration") minus the exercise price that would be due in cash upon exercise of such option.

Content

Pursuant to the Agreement and Plan of Merger, dated as of May 8, 2021 (the "Merger Agreement"), by and among Soliton, Inc. (the "Company"), AbbVie Inc. ("AbbVie") and Scout Merger Sub, Inc., a wholly owned subsidiary of AbbVie ("Merger Sub"), immediately prior to the effective time of the merger of Merger Sub with and into the Company (the "Merger"), each outstanding and unexercised option, whether vested or unvested, was converted into the right to receive a cash payment, without interest and subject to deduction for any required withholding under applicable law, in an amount equal to $22.60 (the "Merger Consideration") minus the exercise price that would be due in cash upon exercise of such option.