SEC Form 4 · accession 0001209191-15-040806
HYPERION THERAPEUTICS INC · HPTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Donald J Santel
Officer — CEO & President · Director
Period of report
May 7, 2015
Accepted (ET)
May 8, 2015 · 7:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001386858
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 7, 2015 | U | 2,306 | $46.00 | D | 0 | D | |
| Common StockF1 | May 7, 2015 | U | 10,164 | $46.00 | D | 0 | I | By Donald J. Santel and Kelly L. McGinnis, Trust UA. dated 12/18/08 FBO Margaret Cate Santel |
| Common StockF2 | May 7, 2015 | D | 53,875 | $46.00 | D | 0 | D | |
| Common StockF3 | May 7, 2015 | D | 292,057 | $46.00 | D | 0 | D |
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)F4 | $1.28 | May 7, 2015 | D | 303,133 | D | — | Nov 2, 2019 | Common Stock | 303,133 | 0 | D |
| Stock Option (Right to Buy)F4 | $4.08 | May 7, 2015 | D | 6,648 | D | — | Apr 14, 2021 | Common Stock | 6,648 | 0 | D |
| Stock Option (Right to Buy)F4 | $7.31 | May 7, 2015 | D | 88,547 | D | — | Apr 15, 2022 | Common Stock | 88,547 | 0 | D |
| Stock Option (Right to Buy)F4 | $24.46 | May 7, 2015 | D | 143,000 | D | — | Apr 14, 2023 | Common Stock | 143,000 | 0 | D |
| Stock Option (Right to Buy)F4 | $26.74 | May 7, 2015 | D | 111,000 | D | — | Mar 10, 2024 | Common Stock | 111,000 | 0 | D |
| Stock Option (Right to Buy)F4 | $25.97 | May 7, 2015 | D | 70,000 | D | — | Feb 8, 2025 | Common Stock | 70,000 | 0 | D |
| Stock Option (Right to Buy)F5 | $327.95 | May 7, 2015 | D | 169 | D | — | Sep 3, 2017 | Common Stock | 169 | 0 | D |
Explanation of responses
- F1Shares that were tendered pursuant to the offer from Horizon Pharma plc ("Horizon") to acquire shares of the issuer.
- F2Restricted stock units covering shares of issuer common stock that will be cashed-out and cancelled in connection with the merger of the issuer and Horizon (the "Merger").
- F3Shares that are being acquired by Horizon in the Merger.
- F4Options to acquire shares of issuer common stock that will be cashed-out and cancelled in connection with the Merger.
- F5Options to acquire shares of issuer common stock that will be cancelled for no consideration in connection with the Merger.