Carl Goldfischer - 12 Aug 2022 Form 4 Insider Report for Epizyme, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
16 Aug 2022, 19:02:25 UTC
Prior SEC filing
15 Jun 2022
Next SEC filing
15 Jun 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ John Weidenbruch, attorney-in-fact

Key filing fact

Carl Goldfischer filed Form 4 for Epizyme, Inc. on 16 Aug 2022.

Key facts

  • This page summarizes Carl Goldfischer's Form 4 filing for Epizyme, Inc..
  • 3 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 16 Aug 2022, 19:02.

Change

  • Previous filing in this sequence was filed on 15 Jun 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.

EPZM transaction

Common Stock, par value $0.0001

Disposed to Issuer

Transaction value
Shares
-13,060
Change %
-59%
Price
Shares after
8,994
Date
12 Aug 2022
Ownership
Direct
Footnotes
F1
EPZM transaction

Common Stock, par value $0.0001

Disposed to Issuer

Transaction value
Shares
-8,994
Change %
-100%
Price
Shares after
0
Date
12 Aug 2022
Ownership
Direct
Footnotes
F2
EPZM transaction

Common Stock, par value $0.0001

Disposed to Issuer

Transaction value
Shares
-3,380,951
Change %
-100%
Price
Shares after
0
Date
12 Aug 2022
Ownership
See Footnote
Footnotes
F1, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Carl Goldfischer 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

Reflects disposition of shares of common stock of the Issuer ("Shares") in connection with that certain Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, Ipsen Pharma SAS and Hibernia Merger Sub, Inc. ("Merger Sub"), dated as of June 27, 2022, including the completion of a tender offer to purchase all outstanding Shares of the Issuer, at a price per Share of (i) $1.45 per Share (the "Cash Consideration"), plus (ii) one (1) contractual contingent value right per Share ("CVR"), which represents the right to receive one or more contingent payments upon the achievement of certain milestones, if any (collectively, the "Offer Price"), and the consummation of the merger (the "Merger") between the Issuer and Merger Sub on August 12, 2022. As of the effective time of the Merger (the "Effective Time"), each Share held by the Reporting Person was converted into the Offer Price.

Footnote F2

Reflects disposition of restricted stock units ("RSUs") in accordance with the Merger Agreement, pursuant to which, effective immediately prior to the Effective Time, each unvested RSU held by the Reporting Person automatically vested in full and was canceled and converted into the right to receive (i) an amount of cash equal to the product of (A) the total number of Shares then underlying such RSU multiplied by (B) the Cash Consideration and (ii) one (1) CVR for each Share underlying such RSU, in each case, less applicable withholding.

Footnote F3

Represents shares of common stock held by entities affiliated with Bay City Capital, LLC including Bay City Capital Fund V, L.P. and Bay City Capital Fund V Co-Investment Fund, L.P. Bay City Capital Management V LLC ("GP V") is the general partner of Bay City Capital Fund V, L.P. and Bay City Capital Fund V Co-Investment Fund, L.P. (collectively, "BCC V"). Bay City Capital, LLC ("BCC LLC") is the manager of GP V. The Reporting Person is an investment partner and managing director of BCC LLC and shares voting and dispositive power with respect to shares held by BCC V. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

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