Mohammad Hirmand - 17 Aug 2022 Form 4 Insider Report for Turning Point Therapeutics, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
17 Aug 2022, 16:26:11 UTC
Prior SEC filing
11 Feb 2022
Next SEC filing
29 Mar 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Paolo Tombesi, Attorney-in-Fact

Key filing fact

Mohammad Hirmand filed Form 4 for Turning Point Therapeutics, Inc. on 17 Aug 2022.

Key facts

  • This page summarizes Mohammad Hirmand's Form 4 filing for Turning Point Therapeutics, Inc..
  • 4 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 17 Aug 2022, 16:26.

Change

  • Previous filing in this sequence was filed on 11 Feb 2022.
  • Current net transaction value: -$3,137,584.

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.

TPTX transaction

Common Stock

Disposed to Issuer

Transaction value
$3,137,584
Shares
-41,284
Change %
-100%
Price
$76.00
Shares after
0
Date
17 Aug 2022
Ownership
Direct
Footnotes
F1, F2, F3

Reported derivative securities

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

TPTX transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value
Shares
-169,192
Change %
-100%
Price
Shares after
0
Date
17 Aug 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
169,192
Exercise price
$54.73
Footnotes
F4
TPTX transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value
Shares
-29,175
Change %
-100%
Price
Shares after
0
Date
17 Aug 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
29,175
Exercise price
$140.01
Footnotes
F5
TPTX transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value
Shares
-68,367
Change %
-100%
Price
Shares after
0
Date
17 Aug 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
68,367
Exercise price
$37.68
Footnotes
F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 5 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 2, 2022, by and among Turning Point Therapeutics, Inc. (the "Issuer"), Bristol-Myers Squibb Company ("BMS") and Rhumba Merger Sub Inc., a wholly owned subsidiary of BMS ("Purchaser"), on August 17, 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 BMS (the "Merger"). At the effective time of the Merger, each issued and outstanding Share was cancelled in exchange for $76.00 per Share in cash, without interest, subject to any applicable withholding of taxes (the "Cash Amount"). Pursuant to the terms of the Merger Agreement, the Shares were tendered and disposed of at the Offer Acceptance Time (as defined in the Merger Agreement) in exchange for the right to receive the Cash Amount.

Footnote F2

At the effective time of the Merger, pursuant to the Merger Agreement, each outstanding restricted stock unit award ("RSU") whether vested or unvested was cancelled and converted into the right to receive cash, without interest, in an amount equal to $76.00 per Share issuable in settlement of such RSU immediately before the effective time of the Merger, net of any withholding taxes required to be deducted and withheld by applicable law.

Footnote F3

Includes 463 shares acquired on June 10, 2022 pursuant to the Issuer's Employee Stock Purchase Plan.

Footnote F4

At the effective time of the Merger, pursuant to the Merger Agreement, each outstanding option was accelerated and became fully vested and exercisable and was cancelled and converted into the right to receive cash, without interest, in an amount equal to the product of (i) the total number of Shares subject to such option multiplied by (ii) the excess of (x) $76.00 per Share over (y) the exercise price payable per Share under such option, net of any withholding taxes required to be deducted and withheld by applicable law.

Footnote F5

At the effective time of the Merger, pursuant to the Merger Agreement, each outstanding option with an exercise price equal to or greater than $76.00, was cancelled without any consideration in respect of such cancelled option.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .