Key facts
- This page summarizes Kevin Tang's Form 4 filing for Jounce Therapeutics, Inc..
- 2 reported transactions and 0 derivative rows are listed below.
- Accepted by SEC: 05 May 2023, 16:37.
Kevin Tang - 03 May 2023 Form 4 Insider Report for Jounce Therapeutics, Inc.
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- N/A
- Reported as of
- 03 May 2023
- Net transaction value
- +$87,571,839
- SEC form
- 4
- Accepted by SEC
- 05 May 2023, 16:37:26 UTC
- Prior SEC filing
- 14 Mar 2023
- Next SEC filing
- 10 May 2023
- Source filing
- View source filing
- Reporting owner signature
- Kevin Tang
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Kevin Tang filed Form 4 for Jounce Therapeutics, Inc. on 05 May 2023.
Change
- Previous filing in this sequence was filed on 14 Mar 2023.
- Current net transaction value: +$87,571,839.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
JNCE
transaction
Common Stock
Disposition pursuant to a tender of shares in a change of control transaction
- Transaction value
- $9,805,161
- Shares
- -5,300,087
- Change %
- -100%
- Price
- $1.85
- Shares after
- 0
- Date
- 03 May 2023
- Ownership
- By LP
- Footnotes
- F1, F2, F3
JNCE
transaction
Common Stock
Other
- Transaction value
- $97,377,000
- Shares
- +10,000
- Change %
- Price
- $9737.70*
- Shares after
- 10,000
- Date
- 03 May 2023
- Ownership
- By LP
- Footnotes
- F4, F5
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 5 footnotes
Footnote F1
This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 26, 2023, by and among the Issuer, Concentra Biosciences, LLC, ("Concentra"), and Concentra Merger Sub, Inc., a wholly-owned subsidiary of Concentra ("Merger Sub"), to which Concentra completed a tender offer (the "Offer") for shares of common stock of the Issuer, $0.001 par value per share (each, a "Share"), and thereafter merged with and into the Issuer (the "Merger") effective as of May 3, 2023 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was converted into the right to receive $1.85 per Share (the "Cash Consideration") plus one non-transferable contractual contingent value right per Share (each, a "CVR," and each CVR together with the Cash Consideration, the "Offer Price"). From and after the Effective Time, all Shares were no longer outstanding and were automatically cancelled.
Footnote F2
The Reporting Person has delivered to the Issuer the full amount of the disgorgeable profit arising the sale reported herein, in the amount of $73,118.01.
Footnote F3
The shares are beneficially owned by Tang Capital Partners, LP ("TCP"). Kevin Tang is the sole manager of Tang Capital Management, LLC ("TCM"), which is the general partner of TCP. Mr. Tang has a pecuniary interest in the shares beneficially held by TCP.
Footnote F4
On May 3, 2023, the Offer expired and Merger Sub accepted for purchase a total of 36,367,727 shares tendered and not withdrawn, representing approximately 69.0926% of the total shares of the Issuer issued and outstanding. Following the expiration of the Offer, Merger Sub merged with and into the Issuer on May 3, 2023, pursuant to Section 251(h) of the Delaware General Corporation Law, and, among other things, each share of common stock of Merger Sub issued and outstanding immediately before the Effective Time automatically converted into and became one validly issued, fully paid and non-assessable share of common stock, par value $0.0001 per share, of the Issuer (representing 10,000 shares in the aggregate), with the Issuer surviving as a wholly owned subsidiary of Concentra. As a result of the Offer and the Merger, Concentra acquired a total of 10,000 shares of Common Stock in exchange for $97,377,034.75 in cash and 60,142,813 CVRs.
Footnote F5
The shares are beneficially owned by Concentra. Concentra is wholly owned by TCP. Kevin Tang is the sole manager of TCM, which is the general partner of TCP. Mr. Tang has a pecuniary interest in the shares beneficially held by Concentra.