Gaurav Aggarwal - 01 Jul 2022 Form 4 Insider Report for Sierra Oncology, Inc.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 01 Jul 2022
Net transaction value: -$150,471,915
SEC form: 4
Accepted by SEC: 01 Jul 2022, 16:45:08 UTC
Prior SEC filing: 31 Jan 2022
Next SEC filing: 09 Mar 2023
Source filing: View source filing
Reporting owner signature: /s/ Gaurav Aggarwal; By: Mary Christina Thomson, Attorney-In-Fact

Key filing fact

Gaurav Aggarwal filed Form 4 for Sierra Oncology, Inc. on 01 Jul 2022.

Key facts

This page summarizes Gaurav Aggarwal's Form 4 filing for Sierra Oncology, Inc..
5 reported transactions and 4 derivative rows are listed below.
Accepted by SEC: 01 Jul 2022, 16:45.

Change

Previous filing in this sequence was filed on 31 Jan 2022.
Current net transaction value: -$150,471,915.

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.

SRRA transaction

Common Stock

Disposed to Issuer

Transaction value: $150,471,915
Shares: -2,735,853
Change %: -100%
Price: $55.00
Shares after: 0
Date: 01 Jul 2022
Ownership: By: Vivo Opportunity Fund Holdings, L.P.
Footnotes: F1, F2

Reported derivative securities

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

SRRA transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value: $0
Shares: -1,500
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Jul 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,500
Exercise price: $13.87
Footnotes: F3, F4

SRRA transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value: $0
Shares: -6,874
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Jul 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,874
Exercise price: $13.98
Footnotes: F4, F5

SRRA transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value: $0
Shares: -6,000
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Jul 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,000
Exercise price: $18.11
Footnotes: F4, F6

SRRA transaction Derivative

Series A Warrant

Disposed to Issuer

Transaction value: $0
Shares: -1,455,384
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Jul 2022
Ownership: By: Vivo Opportunity Fund Holdings, L.P.
Underlying class: Common Stock
Underlying amount: 1,455,384
Exercise price: $13.20
Footnotes: F2, F7

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 7 footnotes

Footnote F1

Pursuant to an Agreement and Plan of Merger, dated April 12, 2022, between GlaxoSmithKline plc ("GSK"), Orikum Acquisition Inc. ("Merger Sub") and the Issuer (the "Merger Agreement"), Merger Sub merged with and into the Issuer on July 1, 2022, with the Issuer surviving as a wholly-owned subsidiary of GSK (the "Merger"). At the effective time of the Merger, each outstanding share of common stock of the Issuer automatically and without any required action on the part of the Reporting Person, was converted into the right to receive $55.00 in cash, without interest.

Footnote F2

Vivo Opportunity, LLC is the general partner of Vivo Opportunity Fund, L.P., the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

Footnote F3

The option fully vested on November 29, 2020.

Footnote F4

At the effective time of the Merger, each stock option outstanding, whether vested or unvested, automatically and without any required action on the part of the Reporting Person, was cancelled in exchange for the right to receive an amount in cash equal to the excess, if any, of $55.00 over the per share exercise price of such stock option.

Footnote F5

The option fully vested on June 9, 2021.

Footnote F6

The option fully vested on June 8, 2022.

Footnote F7

Pursuant to the terms of the Merger Agreement, the Issuer's outstanding Series A Warrants (the "Series A Warrants") were treated in accordance with their respective terms such that, at the effective time of the Merger, the outstanding Series A Warrants were cancelled and thereafter represent only the right to receive an amount in cash, without interest, equal to the Black Scholes Value (as defined in the Series A Warrants), which as calculated under the terms of the Series A Warrants equaled $45.98 per share of common stock underlying such warrants.