David Acheson - 17 Dec 2021 Form 4 Insider Report for CHEMBIO DIAGNOSTICS, INC.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 17 Dec 2021
Net transaction value: -$4,403
SEC form: 4
Accepted by SEC: 01 May 2023, 21:03:38 UTC
Next SEC filing: 15 Mar 2022
Source filing: View source filing
Reporting owner signature: /s/ David W.K. Acheson

Key filing fact

David Acheson filed Form 4 for CHEMBIO DIAGNOSTICS, INC. on 01 May 2023.

Key facts

This page summarizes David Acheson's Form 4 filing for CHEMBIO DIAGNOSTICS, INC..
8 reported transactions and 5 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: -$4,403.

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: +4,892
Change %
Price
Shares after: 4,892
Date: 17 Dec 2021
Ownership: Direct
Footnotes: F1

CEMI transaction

Common Stock

Options Exercise

Transaction value
Shares: +4,893
Change %: +100%
Price
Shares after: 9,785
Date: 17 Dec 2022
Ownership: Direct
Footnotes: F1

CEMI transaction

Common Stock

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

Transaction value: $4,403
Shares: -9,785
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: -4,892
Change %: -33%
Price: $0.000000
Shares after: 9,786
Date: 17 Dec 2021
Ownership: Direct
Underlying class: Common stock
Underlying amount: 4,892
Exercise price
Footnotes: F1, F3

CEMI transaction Derivative

Restricted stock units

Options Exercise

Transaction value: $0
Shares: -4,893
Change %: -50%
Price: $0.000000
Shares after: 4,893
Date: 17 Dec 2022
Ownership: Direct
Underlying class: Common stock
Underlying amount: 4,893
Exercise price
Footnotes: F1, F3

CEMI transaction Derivative

Restricted stock units

Disposed to Issuer

Transaction value
Shares: -36,483
Change %: -100%
Price
Shares after: 0
Date: 27 Apr 2023
Ownership: Direct
Underlying class: Common stock
Underlying amount: 32,000
Exercise price
Footnotes: F1, F4

CEMI transaction Derivative

Nonqualified stock options

Disposed to Issuer

Transaction value
Shares: -23,781
Change %: -100%
Price
Shares after: 0
Date: 27 Apr 2023
Ownership: Direct
Underlying class: Common stock
Underlying amount: 23,781
Exercise price: $5.45
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

David Acheson 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 14,678 restricted stock units which vest in three equal installments on December 17, 2021, 2022 and 2023, provided they shall vest in full immediately prior to 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.