Katherine Lyon Davis - 24 Jun 2021 Form 4 Insider Report for CHEMBIO DIAGNOSTICS, INC.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
01 May 2023, 21:03:14 UTC
Next SEC filing
15 Mar 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Katherine L. Davis

Key filing fact

Katherine Lyon Davis filed Form 4 for CHEMBIO DIAGNOSTICS, INC. on 01 May 2023.

Key facts

  • This page summarizes Katherine Lyon Davis's Form 4 filing for CHEMBIO DIAGNOSTICS, INC..
  • 6 reported transactions and 4 derivative rows are listed below.
  • Accepted by SEC: 01 May 2023, 21:03.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: -$47,906.

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.

CEMI transaction

Common Stock

Options Exercise

Transaction value
Shares
+16,314
Change %
+18%
Price
Shares after
106,457
Date
24 Jun 2021
Ownership
Direct
Footnotes
F1
CEMI transaction

Common Stock

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

Transaction value
$47,906
Shares
-106,457
Change %
-100%
Price
$0.4500
Shares after
0
Date
26 Apr 2023
Ownership
Direct
Footnotes
F2

Reported derivative securities

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

CEMI transaction Derivative

Restricted stock units

Options Exercise

Transaction value
$0
Shares
-16,314
Change %
-100%
Price
$0.000000*
Shares after
0
Date
24 Jun 2021
Ownership
Direct
Underlying class
Common stock
Underlying amount
16,314
Exercise price
Footnotes
F1, F3
CEMI transaction Derivative

Restricted stock units

Disposed to Issuer

Transaction value
Shares
-32,000
Change %
-100%
Price
Shares after
0
Date
27 Apr 2023
Ownership
Direct
Underlying class
Common stock
Underlying amount
32,000
Exercise price
Footnotes
F2, F4
CEMI transaction Derivative

Nonqualified stock options

Disposed to Issuer

Transaction value
Shares
-36,252
Change %
-100%
Price
Shares after
0
Date
27 Apr 2023
Ownership
Direct
Underlying class
Common stock
Underlying amount
36,252
Exercise price
$2.36
Footnotes
F5
CEMI transaction Derivative

Nonqualified stock options

Disposed to Issuer

Transaction value
Shares
-41,143
Change %
-100%
Price
Shares after
0
Date
27 Apr 2023
Ownership
Direct
Underlying class
Common stock
Underlying amount
41,143
Exercise price
$1.25
Footnotes
F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Katherine Lyon Davis 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

Each restricted stock unit represents a contingent right to receive one share of common stock.

Footnote F2

Reflects disposition of Issuer common stock in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated January 31, 2023 (the "Merger Agreement"), by and among the Issuer, Biosynex SA ("Parent"), and Project Merci Merger Sub, Inc. ("Purchaser"), including the completion on April 26, 2023 of a tender offer to purchase all of the outstanding shares of Issuer common stock at a price of $0.45 per share in cash, without interest (the "Offer Price"), and the consummation of the merger (the "Merger") between the Issuer and Purchaser on April 27, 2023. Pursuant to the Merger Agreement, as of the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock was cancelled in exchange for the right to receive an amount equal to the Offer Price.

Footnote F3

On March 16, 2020, the Reporting person was granted 16,314 restricted stock units which vested in full immediately prior to the earlier to occur of (i) the 2021 annual meeting of stockholders of the issuer, and (ii) a Change in Control (as defined in the 2019 Omnibus Incentive Plan of the issuer).

Footnote F4

Each Company RSU (as defined in the Merger Agreement) that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (a) the total number of Shares (as defined the Merger Agreement) issuable in settlement of such Company RSU immediately prior to the Effective Time without regard to vesting multiplied by (b) the Merger Consideration (as defined in the Merger Agreement).

Footnote F5

As of the Effective Time, by virtue of the Merger and without any further action on the part of the holders thereof, Parent, Purchaser or the Issuer, each option which had a per share exercise price that is equal to or more than the Offer Price (each, an "Out of the Money Option") that was then outstanding and unexercised as of immediately before the Effective Time was cancelled at the Effective Time without any consideration payable therefor.

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