Nick Leschly - 30 May 2025 Form 4 Insider Report for bluebird bio, Inc. (BLUE)

Reporting relationship: Director
Issuer ticker: BLUE
Reported as of: 30 May 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 03 Jun 2025, 17:18:42 UTC
Prior SEC filing: 15 May 2025
Source filing: View source filing
Reporting owner signature: /s/ Nick Leschly

Key filing fact

Nick Leschly filed Form 4 for bluebird bio, Inc. (BLUE) on 03 Jun 2025.

Key facts

This page summarizes Nick Leschly's Form 4 filing for bluebird bio, Inc. (BLUE).
4 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 03 Jun 2025, 17:18.

Change

Previous filing in this sequence was filed on 15 May 2025.
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

Reporting Owners (1)

CIK 0001578408 Primary reporting owner

Leschly Nick

Relationship: Director
Address: C/O BLUEBIRD BIO, INC., 455 GRAND UNION BOULEVARD, SOMERVILLE
Signature: /s/ Nick Leschly
Signature date: 03 Jun 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BLUE transaction

Common Stock

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

Transaction value
Shares: -14,416
Change %: -92%
Price
Shares after: 1,245
Date: 30 May 2025
Ownership: Direct
Footnotes: F1, F2

BLUE transaction

Common Stock

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

Transaction value
Shares: -2,284
Change %: -100%
Price
Shares after: 0
Date: 30 May 2025
Ownership: Nick Leschly 2001 Trust
Footnotes: F1, F2

BLUE transaction

Common Stock

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

Transaction value
Shares: -6,150
Change %: -100%
Price
Shares after: 0
Date: 30 May 2025
Ownership: Nick Leschly Irrevocable GST Trust of 2019
Footnotes: F1, F2

BLUE transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -1,245
Change %: -100%
Price
Shares after: 0
Date: 02 Jun 2025
Ownership: Direct
Footnotes: F3, F4

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 4 footnotes

Footnote F1

In connection with the terms of an Agreement and Plan of Merger, dated as of February 21, 2025 (as amended, the "Merger Agreement"), by and among the Issuer, Beacon Parent Holdings, L.P. ("Parent") and Beacon Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock. Tendering stockholders were given the option to receive per share consideration of either (x) $3.00 in cash per share, subject to any applicable withholding taxes and without interest thereon, plus one contingent value right ("CVR") per share, representing the right to receive one contingent payment of $6.84, in cash, subject to any applicable withholding taxes and without interest thereon, upon achievement of the specified milestone or (y) $5.00 in cash per share, subject to any applicable withholding taxes and without interest thereon (collectively, the "Offer Price").

Footnote F2

(Continued from footnote 1) After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of June 2, 2025 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

Footnote F3

Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each time-based restricted stock unit award with respect to shares that is, at the time of determination, subject to vesting or forfeiture conditions and that is not a PSU Award (as defined below) (but including, for clarity, any PSU Award that is subject solely to service-based vesting conditions as of the Effective Time) ("RSU Award") that is outstanding as of immediately prior thereto, shall (a) accelerate and become fully vested, and (b) by virtue of the Merger automatically (except as otherwise provided in the Merger Agreement) and without any action on the part of the Issuer, Parent or the holder thereof, be canceled and terminated and converted into the right to receive

Footnote F4

(Continued from footnote 1) (i) an amount in cash equal to the product of the number of shares underlying such RSU Award immediately prior to the Effective Time and $3.00 in cash, subject to any applicable withholding taxes and without interest thereon plus (ii) one CVR with respect to each share subject to such RSU Award immediately prior to the Effective Time.