SEC Form 4 · accession 0001209191-18-056988
SENOMYX INC · SNMX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher J Twomey
Director
Period of report
Nov 2, 2018
Accepted (ET)
Nov 2, 2018 · 6:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001123979
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F1 | $0.8985 | Nov 2, 2018 | D | 20,000 | D | — | May 10, 2027 | Common Stock | 20,000 | 0 | D |
| Stock Option (right to buy)F1 | $1.36 | Nov 2, 2018 | D | 20,000 | D | — | May 23, 2028 | Common Stock | 20,000 | 0 | D |
Explanation of responses
- F1Pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated September 16, 2018, among the Issuer, Firmenich Incorporated, a Delaware corporation ("Parent"), and Sentry Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"), the Purchaser merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent (the "Merger"). The option was cancelled in connection with the Merger in exchange for a cash payment equal to $1.50 per share (without interest) minus the per share exercise price of the option. In connection with the Merger, vesting of the option was accelerated and the option became fully vested and exercisable effective immediately prior to the effective time of the Merger.