| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CDMO | Common Stock, $0.001 par value | Options Exercise | +10.7K | +28.37% | 48.4K | Dec 25, 2024 | Direct | F1, F2 | ||
| transaction | CDMO | Common Stock, $0.001 par value | Sale | -$47K | -3.84K | -7.94% | $12.22 | 44.6K | Dec 26, 2024 | Direct | F3 |
| holding | CDMO | Common Stock, $0.001 par value | 7.22K | Dec 25, 2024 | By Spouse |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CDMO | Performance Stock Units (FY 2023 Grant) | Disposed to Issuer | $0 | -5.04K | -3.92% | $0.00 | 123K | Dec 25, 2024 | Common Stock | 5.04K | Direct | F2, F4, F5 | |
| transaction | CDMO | Performance Stock Units (FY 2023 Grant) | Disposed to Issuer | $0 | -5.04K | -4.08% | $0.00 | 118K | Dec 25, 2024 | Common Stock | 5.04K | Direct | F2, F4, F6 | |
| transaction | CDMO | Performance Stock Units (FY 2024 Grant) | Disposed to Issuer | $0 | -5.65K | -4.77% | $0.00 | 113K | Dec 25, 2024 | Common Stock | 5.65K | Direct | F2, F4, F5 | |
| transaction | CDMO | Performance Stock Units (FY 2024 Grant) | Disposed to Issuer | $0 | -5.65K | -5.01% | $0.00 | 107K | Dec 25, 2024 | Common Stock | 5.65K | Direct | F2, F4, F6 |
| Id | Content |
|---|---|
| F1 | In connection with the anticipated transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement") whereby the Issuer will be acquired by funds managed by affiliates of GHO Capital Partners LLP and Ampersand Capital Partners, the Board of Directors of the Issuer accelerated the payment of certain equity awards in connection with certain actions to mitigate adverse tax consequences of Section 280G and Section 4999 of the Internal Revenue Code of 1986 (as amended) that could arise in connection with the anticipated transactions under the Merger Agreement. The accelerated settlement of equity awards reported in this Form 4 was contingent upon the reporting person's agreement to repay accelerated compensation amounts under certain conditions. |
| F2 | Each performance stock unit ("PSU") represents the contingent right to receive, upon vesting, one share of the Issuer's Common Stock. |
| F3 | Represents the shares sold by the reporting person pursuant to a contractual election to satisfy tax withholding obligations in connection with the vesting of the PSUs described in footnotes 4 and 5. This sale does not represent a discretionary trade by the reporting person. |
| F4 | The PSUs granted to the reporting person were subject to the Issuer achieving certain fiscal year financial milestones over three (3) consecutive fiscal year performance periods (i.e., May 1 to April 30) commencing with the fiscal year in which the PSU was initially granted (each fiscal year a "Performance Period"). Subject to the Issuer attaining the applicable fiscal year milestones, 1/3rd of the PSUs were scheduled to vest on the last day of each fiscal year during the Performance Period, subject to the reporting person's continuous service to the Issuer on such vesting dates. The number of PSUs initially reported by the reporting person was based on a maximum 200% achievement of each milestone during each Performance Period (the "Maximum Performance Target"). If a milestone was achieved at a rate below the Maximum Performance Target, or was not achieved, the corresponding portion of the PSUs that did not vest would be forfeited. |
| F5 | Vested PSUs settled into shares of the Issuer's Common Stock on December 25, 2024. |
| F6 | Represents the forfeiture of unearned PSUs for the Performance Period ending April 30, 2025. |