SEC Form 4 · accession 0000899243-16-024957
Celator Pharmaceuticals Inc · CPXX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jean-Pierre Bizzari
Director
Period of report
Jul 12, 2016
Accepted (ET)
Jul 12, 2016 · 4:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001327467
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 | $2.77 | Jul 12, 2016 | D | 28,000 | D | — | Feb 27, 2025 | Common Stock | 28,000 | 0 | D |
| Stock Option (right to buy)F2 | $2.60 | Jul 12, 2016 | D | 14,000 | D | — | Jun 11, 2025 | Common Stock | 14,000 | 0 | D |
Explanation of responses
- F1The option (which had provided for vesting as follows: (i) 9,334 options vest on February 27, 2016; (ii) 16,331 options vest in seven consecutive quarterly installments of 2, 333 shares on the 27th day of each respective month beginning May 25, 2016 and continuing through November 25, 2017 and (iii) 2,335 options vest on February 27, 2018) was canceled in the merger under the Agreement and Plan of Merger dated as of May 27, 2016 among Jazz Pharmaceuticals plc, Plex Merger Sub, Inc. and the Issuer (the "Merger") in exchange for a cash payment representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
- F2The option (which had provided for vesting as follows: (i) 4,667 options vest on June 11, 2016; (ii) 8,169 shares vest in seven consecutive quarterly installments of 1,167 shares each on the 11th day of each respective month, beginning September 11, 2016 and continuing through March 11, 2018 and (iii) 1,164 options vest on June 11, 2018, was canceled in the in exchange for a cash payment representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.