SEC Form 4/A · accession 0001209191-15-040238
Tobira Therapeutics, Inc. · TBRA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Eckard Weber
Director
Period of report
May 4, 2015
Accepted (ET)
May 7, 2015 · 8:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001311596
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | May 4, 2015 | A | 243,726 | $0.00 | A | 243,726 | I | By Eckard Weber, M.D., Trustee of the Eckard Weber Living Trust UTA dated November 20, 2007 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (right to buy)F4,F5 | $2.96 | May 4, 2015 | A | 4,332 | A | — | Jun 22, 2019 | Common Stock | 4,332 | 4,332 | D |
Explanation of responses
- F1This amendment is being filed to correct the reported number of securities held by the Reporting Person. The Reporting Person does not beneficially own the securities held by Domain Associates, L.L.C., Domain Partners VI, L.P. or DP VII Associates, L.P. reflected on the Form 4 filed on May 7, 2015.
- F2Reporting Person received 243,726 of such shares in exchange for shares of Tobira Therapeutics, Inc. ("Tobira") common stock in connection with the merger of Tobira into Issuer (the "Merger"). Pursuant to the terms of the Merger agreement each share of Tobira common stock will automatically be converted into the right to receive 1.43 shares of Issuer common stock.
- F3Shares held by the Reporting Person as Trustee of the Eckard Weber Living Trust UTA dated November 20, 2007 (the "Weber Trust"). The Reporting Person is a trustee and beneficiary of the Weber Trust, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Weber Trust.
- F4Reporting Person received such stock option in exchange for a stock option to purchase Tobira common stock in connection with the Merger. Pursuant to the terms of the Merger Agreement each Tobira stock option assumed will be determined by multiplying the number of options by the exchange ratio of 1.43 and rounding down to the nearest whole number.
- F5The shares are fully vested and exercisable at any time.