Magdalene Cook - 01 Dec 2022 Form 4 Insider Report for Renovacor, Inc.

Reporting relationship: Chief Executive Officer, Director
Issuer ticker: N/A
Reported as of: 01 Dec 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 05 Dec 2022, 20:20:04 UTC
Prior SEC filing: 26 Jan 2022
Source filing: View source filing
Reporting owner signature: /s/ Joseph Carroll, as attorney-in-fact

Key filing fact

Magdalene Cook filed Form 4 for Renovacor, Inc. on 05 Dec 2022.

Key facts

This page summarizes Magdalene Cook's Form 4 filing for Renovacor, Inc..
6 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 05 Dec 2022, 20:20.

Change

Previous filing in this sequence was filed on 26 Jan 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.

RCOR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -451,448
Change %: -86%
Price
Shares after: 70,825
Date: 01 Dec 2022
Ownership: Direct
Footnotes: F1

RCOR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -70,825
Change %: -100%
Price
Shares after: 0
Date: 01 Dec 2022
Ownership: Direct
Footnotes: F2

RCOR transaction

Common Stock

Award

Transaction value
Shares: +147,083
Change %
Price
Shares after: 147,083
Date: 01 Dec 2022
Ownership: Direct
Footnotes: F3

RCOR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -147,083
Change %: -100%
Price
Shares after: 0
Date: 01 Dec 2022
Ownership: Direct
Footnotes: F4

Reported derivative securities

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

RCOR transaction Derivative

Stock Option

Disposed to Issuer

Transaction value: $0
Shares: -238,793
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Dec 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 238,793
Exercise price
Footnotes: F5, F6

RCOR transaction Derivative

Stock Option

Disposed to Issuer

Transaction value: $0
Shares: -141,625
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Dec 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 141,625
Exercise price
Footnotes: F5, F6

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 6 footnotes

Footnote F1

Disposed of pursuant to the Agreement and Plan of Merger, dated as of September 19, 2022, by and among the Issuer, Rocket Pharmaceuticals, Inc. ("Rocket") and the other parties thereto (the "Merger Agreement") in exchange for 79,590 shares of Rocket common stock having a market value of $18.39 per share on the effective date of the merger.

Footnote F2

Represents shares of common stock underlying Company Time-Vesting RSUs (as defined in the Merger Agreement). Each unvested RSU outstanding immediately prior to the First Effective Time (as defined in the Merger Agreement) was accelerated, cancelled and converted into the right to receive a number of Rocket shares, rounded to the nearest whole number, equal to the number of shares of Issuer common stock underlying such Company Time-Vesting RSU multiplied by the Exchange Ratio (as defined in the Merger Agreement).

Footnote F3

Represents shares of common stock underlying restricted stock units granted pursuant to that certain Agreement and Plan of Merger, dated as of March 22, 2021, by and among the Issuer, Renovacor Holdings, Inc. and CHAQ 2 Merger Sub, Inc. (the "SPAC Merger Agreement") as Earnout RSU Awards (as defined in the SPAC Merger Agreement). Pursuant to the terms of the SPAC Merger Agreement, the Earnout RSU Awards have fully vested upon the consummation of the merger.

Footnote F4

The shares underlying the Earnout RSU Awards were cancelled and converted into the right to receive the Per Share Merger Consideration (as defined in the Merger Agreement).

Footnote F5

Represents Company Options (as defined in the Merger Agreement), whether vested or unvested, that were assumed by Rocket in the merger and replaced with an option to purchase a number of Rocket common stock equal to the product of (A) the number of Issuer shares subject to such Company Option as of immediately prior to the First Effective Time (as defined in the Merger Agreement), multiplied by (B) the Exchange Ratio (as defined in the Merger Agreement), rounded down to the nearest whole number of Rocket common stock, at an exercise price per Rocket common stock underlying such option equal to the quotient obtained by dividing (x) the per share exercise price of Company Options immediately prior to the First Effective Time by (y) the Exchange Ratio, rounded up to the nearest whole cent.

Footnote F6

Each Company Option described herein shall be subject to the same terms and conditions as applied to the corresponding Company Option as of immediately prior to the First Effective Time, except as otherwise provided in the Merger Agreement.