Key facts
- This page summarizes Robert Azelby's Form 4 filing for CHINOOK THERAPEUTICS, INC..
- 2 reported transactions and 2 derivative rows are listed below.
- Accepted by SEC: 11 Aug 2023, 16:04.
Robert Azelby - 11 Aug 2023 Form 4 Insider Report for CHINOOK THERAPEUTICS, INC.
- Reporting relationship
- Director
- Issuer ticker
- N/A
- Reported as of
- 11 Aug 2023
- Net transaction value
- -$518,880
- SEC form
- 4
- Accepted by SEC
- 11 Aug 2023, 16:04:56 UTC
- Prior SEC filing
- 12 Apr 2023
- Next SEC filing
- 02 Jan 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ Kirk Schumacher, Attorney-in-Fact
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Robert Azelby filed Form 4 for CHINOOK THERAPEUTICS, INC. on 11 Aug 2023.
Change
- Previous filing in this sequence was filed on 12 Apr 2023.
- Current net transaction value: -$518,880.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
KDNY
transaction
Derivative
Stock Option (Right to Buy)
Disposed to Issuer
- Transaction value
- $518,880
- Shares
- -28,200
- Change %
- -100%
- Price
- $18.40
- Shares after
- 0
- Date
- 11 Aug 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 28,200
- Exercise price
- $21.60
- Footnotes
- F1
KDNY
transaction
Derivative
Restricted Stock Units
Disposed to Issuer
- Transaction value
- Shares
- -7,000
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 11 Aug 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 7,000
- Exercise price
- Footnotes
- F2, F3
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Robert Azelby is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 3 footnotes
Footnote F1
This stock option award, which provided for ratable vesting in 36 monthly installments beginning on May 10, 2023, became fully vested and was canceled upon effectiveness of the Merger (defined in the Remarks below), and was converted into the right to receive, with respect to each share of the Issuer's Common Stock underlying such option, (i) a cash payment representing the excess, if any, of the per share merger consideration ($40.00 per share) over the per share exercise price for such option, without interest, and (ii) one contingent value right ("CVR"), entitling the reporting person to additional cash payments upon the achievement of certain future business milestones pursuant to the contingent value rights agreement entered into concurrent with the completion of the Merger, in each case subject to applicable withholding taxes.
Footnote F2
When granted, each restricted stock unit ("RSU") represented a contingent right to receive one share of the Issuer's Common Stock upon settlement.
Footnote F3
When granted, the RSU award provided for ratable vesting in annual installments of one-third beginning on April 10, 2024. Pursuant to the Merger Agreement (defined in the Remarks below), at the effective time of the Merger, the RSU award was cancelled and converted into the right to receive, with respect to each share of the Issuer's Common Stock underlying such RSU, (i) a cash payment equal to $40.00 (without interest and subject to any applicable tax withholding), and (ii) one CVR.
SEC remarks
The reported securities were disposed of by the reporting person pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 11, 2023, by and among Novartis AG, a company organized under the laws of Switzerland ("Parent"), Cherry Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), and the Issuer, which was previously disclosed by the Issuer on its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on June 12, 2023 (File No. 001-37345). In connection with the closing of the transactions contemplated by the Merger Agreement, on August 11, 2023, Merger Sub merged (the "Merger") with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent.