SEC Form 4 · accession 0001209191-15-040812
HYPERION THERAPEUTICS INC · HPTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruce Frederick Scharschmidt
Officer — SVP & Chief Medical Officer
Period of report
May 7, 2015
Accepted (ET)
May 8, 2015 · 8:00 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 | 97,471 | $46.00 | D | 0 | D | |
| Common StockF1 | May 7, 2015 | U | 24,448 | $46.00 | D | 0 | I | By The Bruce Frederick Scharschmidt and Peggy Sue Crawford Family Trust dated October 9, 2001 |
| Common StockF2 | May 7, 2015 | D | 18,050 | $46.00 | D | 0 | D | |
| Common StockF3 | May 7, 2015 | D | 6,975 | $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 | $7.31 | May 7, 2015 | D | 25,227 | D | — | Apr 15, 2022 | Common Stock | 25,227 | 0 | D |
| Stock Option (Right to Buy)F4 | $24.26 | May 7, 2015 | D | 46,000 | D | — | Apr 14, 2023 | Common Stock | 46,000 | 0 | D |
| Stock Option (Right to Buy)F4 | $26.74 | May 7, 2015 | D | 32,000 | D | — | Mar 10, 2024 | Common Stock | 32,000 | 0 | D |
| Stock Option (Right to Buy)F4 | $25.97 | May 7, 2015 | D | 24,000 | D | — | Feb 9, 2025 | Common Stock | 24,000 | 0 | D |
| Stock Option (Right to Buy)F5 | $327.95 | May 7, 2015 | D | 191 | D | — | Mar 31, 2018 | Common Stock | 191 | 0 | D |
| Stock Option (Right to Buy)F5 | $327.95 | May 7, 2015 | D | 27 | D | — | Apr 21, 2018 | Common Stock | 27 | 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.