Scott Koenig - 30 Nov 2022 Form 4 Insider Report for APPLIED GENETIC TECHNOLOGIES CORP

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 30 Nov 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 01 Dec 2022, 08:18:12 UTC
Prior SEC filing: 20 May 2022
Next SEC filing: 30 Jan 2023
Source filing: View source filing
Reporting owner signature: /s/ Hemmie Chang, Attorney-in-fact

Key filing fact

Scott Koenig filed Form 4 for APPLIED GENETIC TECHNOLOGIES CORP on 01 Dec 2022.

Key facts

This page summarizes Scott Koenig's Form 4 filing for APPLIED GENETIC TECHNOLOGIES CORP.
11 reported transactions and 10 derivative rows are listed below.
Accepted by SEC: 01 Dec 2022, 08:18.

Change

Previous filing in this sequence was filed on 20 May 2022.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AGTC transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares: -34,246
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Footnotes: F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -14,285
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 14,285
Exercise price: $4.90
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -9,375
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 9,375
Exercise price: $12.00
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -4,688
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 4,688
Exercise price: $20.83
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -6,200
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,200
Exercise price: $16.06
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -8,000
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 8,000
Exercise price: $7.75
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -10,000
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,000
Exercise price: $4.25
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -10,000
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,000
Exercise price: $6.90
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -10,000
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,000
Exercise price: $3.02
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -12,000
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 12,000
Exercise price: $4.72
Footnotes: F2

AGTC transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -14,000
Change %: -100%
Price
Shares after: 0
Date: 30 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 14,000
Exercise price: $2.17
Footnotes: F2

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Scott Koenig is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 2 footnotes

Footnote F1

At the effective time of the Merger, each issued and outstanding Share was cancelled in exchange for (1) $0.34 per share of common stock of the Issuer ("Common Stock"), without interest and less any applicable withholding taxes (the "Cash Consideration"); and (2) one contingent value right ("CVR") per share of Common Stock representing the right to receive potential milestone payments, currently estimated to be up to approximately $0.73 per CVR in the aggregate (without interest and less any applicable withholding taxes) (the Cash Consideration plus one CVR, collectively, as such amount may be increased in accordance with the terms of the Merger Agreement, the "Offer Price"). Pursuant to the terms of the Merger Agreement, the Shares were tendered and disposed of at the Acceptance Time (as defined in the Merger Agreement) in exchange for the right to receive the Offer Price.

Footnote F2

At the effective time of the Merger, each outstanding option of the Issuer with an exercise price equal to or greater than $0.34 was cancelled without any consideration in respect of such cancelled option.

SEC remarks

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 23, 2022, by and among Applied Genetic Technologies Corporation (the "Issuer"), Alliance Holdco Limited ("Parent") and Alliance Acquisition Sub, Inc., a wholly owned subsidiary of Parent ("Purchaser"), on November 30, 2022, Purchaser completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger").