Kimberly Gentile - 03 Oct 2022 Form 4 Insider Report for Biohaven Ltd. (BHVN)

Role
SVP, Clinical Operations
Signature
/s/ George Clark, Attorney-in-Fact
Issuer symbol
BHVN
Transactions as of
03 Oct 2022
Net transactions value
+$18,716
Form type
4
Filing time
05 Oct 2022, 17:42:03 UTC
Previous filing
30 Sep 2022
Next filing
06 Nov 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BHVN Common Shares Other $0 +5,826 $0.000000 5,826 03 Oct 2022 Direct F1
transaction BHVN Common Shares Other $0 +6,500 +112% $0.000000 12,326 03 Oct 2022 Direct F2
transaction BHVN Common Shares Other $0 +3,750 +30% $0.000000 16,076 03 Oct 2022 Direct F2
transaction BHVN Common Shares Other $0 +1,875 +12% $0.000000 17,951 03 Oct 2022 Direct F2
transaction BHVN Common Shares Options Exercise $2,465 +387 +2.2% $6.37 18,338 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $80,338 +12,612 +69% $6.37 30,950 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $4,952 +1,199 +3.9% $4.13* 32,149 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $56,998 +13,801 +43% $4.13* 45,950 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $39,760 +14,000 +30% $2.84* 59,950 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $7,560 +3,000 +5% $2.52* 62,950 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $49,842 +30,958 +49% $1.61* 93,908 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $2,483 +1,542 +1.6% $1.61* 95,450 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $304 +295 +0.31% $1.03* 95,745 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $21,337 +20,716 +22% $1.03* 116,461 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $8,370 +4,500 +3.9% $1.86* 120,961 03 Oct 2022 Direct
transaction BHVN Common Shares Options Exercise $6,750 +12,500 +10% $0.5400* 133,461 03 Oct 2022 Direct
transaction BHVN Common Shares Tax liability $262,444 -37,492 -28% $7.00 95,969 03 Oct 2022 Direct F3

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 BHVN Stock Options (Right to Buy) Other +387 387 03 Oct 2022 Common Shares 387 $6.37 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +12,612 12,612 03 Oct 2022 Common Shares 12,612 $6.37 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +1,199 1,199 03 Oct 2022 Common Shares 1,199 $4.13 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +13,801 13,801 03 Oct 2022 Common Shares 13,801 $4.13 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +14,000 14,000 03 Oct 2022 Common Shares 14,000 $2.84 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +3,000 3,000 03 Oct 2022 Common Shares 3,000 $2.52 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +30,958 30,958 03 Oct 2022 Common Shares 30,958 $1.61 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +1,542 1,542 03 Oct 2022 Common Shares 1,542 $1.61 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +295 295 03 Oct 2022 Common Shares 295 $1.03 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +20,716 20,716 03 Oct 2022 Common Shares 20,716 $1.03 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +4,500 4,500 03 Oct 2022 Common Shares 4,500 $1.86 Direct F4
transaction BHVN Stock Options (Right to Buy) Other +12,500 12,500 03 Oct 2022 Common Shares 12,500 $0.5400 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -387 -100% $0.000000* 0 03 Oct 2022 Common Shares 387 $6.37 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -12,612 -100% $0.000000* 0 03 Oct 2022 Common Shares 12,612 $6.37 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -1,199 -100% $0.000000* 0 03 Oct 2022 Common Shares 1,199 $4.13 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -13,801 -100% $0.000000* 0 03 Oct 2022 Common Shares 13,801 $4.13 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -14,000 -100% $0.000000* 0 03 Oct 2022 Common Shares 14,000 $2.84 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -3,000 -100% $0.000000* 0 03 Oct 2022 Common Shares 3,000 $2.52 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -30,958 -100% $0.000000* 0 03 Oct 2022 Common Shares 30,958 $1.61 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -1,542 -100% $0.000000* 0 03 Oct 2022 Common Shares 1,542 $1.61 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -295 -100% $0.000000* 0 03 Oct 2022 Common Shares 295 $1.03 Direct F4
transaction BHVN Stock Options (Right to Buy) Options Exercise $0 -20,716 -100% $0.000000* 0 03 Oct 2022 Common Shares 20,716 $1.03 Direct F4
transaction BHVN Stock Options (Right to buy) Options Exercise $0 -4,500 -100% $0.000000* 0 03 Oct 2022 Common Shares 4,500 $1.86 Direct F4
transaction BHVN Stock Option (Right to Buy) Options Exercise $0 -12,500 -100% $0.000000* 0 03 Oct 2022 Common Shares 12,500 $0.5400 Direct F4
transaction BHVN Stock Options (Right to buy) Award $0 +300,000 $0.000000 300,000 03 Oct 2022 Common Shares 300,000 $7.00 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents common shares of the Issuer ("Common Shares") acquired by the Reporting Person in a pro rata distribution by Biohaven Pharmaceutical Holding Company Ltd.. ("RemainCo") to holders of its common shares (the "Distribution") pursuant to the Separation and Distribution Agreement (the "Separation Agreement"), dated as of May 9, 2022, by and among RemainCo, the Issuer, and Pfizer Inc. ("Pfizer").
F2 Effective as of the Distribution, each outstanding restricted share unit of RemainCo was adjusted so that such restricted share unit became a restricted share unit in respect of Common Shares (each, an "Issuer RSU") and a restricted share unit in respect of RemainCo common shares. At the effective time of the merger of a wholly owned subsidiary of Pfizer ("Merger Sub") with and into RemainCo pursuant to the Agreement and Plan of Merger, dated as of May 9, 2022, by and among RemainCo, Pfizer and Merger Sub, the Issuer RSUs accelerated and vested in full and were subsequently settled in Common Shares. As a result, the Reporting Person acquired restricted share units in respect of Common Shares in an amount determined in accordance with the Separation Agreement.
F3 These shares were withheld by the Issuer in connection with share settlement to cover the cost of the stock options.
F4 Effective as of the Distribution, each outstanding option to purchase common shares of RemainCo was adjusted so that such option became an option to acquire Common Shares and an option to acquire RemainCo common shares. As a result, the Reporting Person acquired options to acquire the Issuer's Common Shares in an amount determined in accordance with the Separation Agreement.
F5 The shares underlying this option vest in four equal installments on October 3, 2022, 2023, 2024, and 2025, subject to the Reporting Person's continuous service with the Issuer at each vesting date.