SEC Form 4 · accession 0001209191-17-047593
ACHIEVE LIFE SCIENCES, INC. · ACHV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Scott Daniel Cormack
Director
Period of report
Aug 1, 2017
Accepted (ET)
Aug 3, 2017 · 8:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000949858
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 1, 2017 | M | 3,125 | $0.00 | A | 16,302 | D | |
| Common StockF1 | Aug 1, 2017 | M | 1,590 | $0.00 | A | 9,685 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU)F2,F3,F4 | — | Aug 1, 2017 | M | 568 | D | — | Apr 13, 2018 | Common Stock | 568 | 0 | D |
| Restricted Stock Unit (RSU)F2,F3,F4 | — | Aug 1, 2017 | M | 1,705 | D | — | Jun 18, 2019 | Common Stock | 1,705 | 0 | D |
| Restricted Stock Unit (RSU)F2,F3,F4 | — | Aug 1, 2017 | M | 852 | D | — | Jun 12, 2018 | Common Stock | 852 | 0 | D |
| Restricted Stock Unit (RSU)F2,F5,F4 | — | Aug 1, 2017 | M | 284 | D | — | Apr 13, 2018 | Common Stock | 284 | 0 | I |
| Restricted Stock Unit (RSU)F2,F5,F4 | — | Aug 1, 2017 | M | 852 | D | — | Jun 18, 2019 | Common Stock | 852 | 0 | I |
| Restricted Stock Unit (RSU)F2,F5,F4 | — | Aug 1, 2017 | M | 454 | D | — | Jun 12, 2018 | Common Stock | 454 | 0 | I |
| Stock Option (right to buy) | $4.57 | Aug 1, 2017 | A | 11,000 | A | Aug 1, 2018 | Aug 1, 2027 | Common Stock | 11,000 | 11,000 | D |
| Stock Option (right to buy)F4,F3 | $245.08 | holding | — | — | — | — | Dec 31, 2019 | Common Stock | 2,272 | 2,272 | D |
| Stock Option (right to buy)F4,F3 | $175.67 | holding | — | — | — | — | Dec 14, 2020 | Common Stock | 3,636 | 3,636 | D |
| Stock Option (right to buy)F4,F3 | $143.00 | holding | — | — | — | — | May 8, 2022 | Common Stock | 3,409 | 3,409 | D |
| Stock Option (right to buy)F4,F3 | $131.45 | holding | — | — | — | — | Mar 12, 2023 | Common Stock | 3,409 | 3,409 | D |
| Stock Option (right to buy)F4,F3 | $129.69 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | 4,545 | 4,545 | D |
| Stock Option (right to buy)F4,F3 | $20.46 | holding | — | — | — | — | May 19, 2025 | Common Stock | 6,818 | 6,818 | D |
| Stock Option (right to buy)F4,F5 | $156.20 | holding | — | — | — | — | Jun 8, 2020 | Common Stock | 318 | 318 | I |
| Stock Option (right to buy)F4,F5 | $185.13 | holding | — | — | — | — | Jan 3, 2021 | Common Stock | 3,181 | 3,181 | I |
| Stock Option (right to buy)F4,F5 | $143.00 | holding | — | — | — | — | May 8, 2022 | Common Stock | 1,363 | 1,363 | I |
| Stock Option (right to buy)F4,F5 | $131.45 | holding | — | — | — | — | Mar 12, 2023 | Common Stock | 1,818 | 1,818 | I |
| Stock Option (right to buy)F4 | $129.69 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | 2,272 | 2,272 | I |
| Stock Option (right to buy)F4,F5 | $20.46 | holding | — | — | — | — | May 19, 2015 | Common Stock | 3,409 | 3,409 | I |
Explanation of responses
- F1Represents shares of common stock acquired upon settlement of the restricted stock units ("RSUs") listed in Table II. On August 1, 2017, the effective date of the merger between OncoGenex Pharmaceuticals, Inc. and Achieve Life Science, Inc. (the "Merger"), the closing price of Achieve Life Sciences, Inc.'s common stock was $4.576 per share, representing a closing price of $0.416 per share of Oncogenex common stock as adjusted to reflect an 11-to-1 reverse stock split effected on August 1, 2017 (the "Reverse Stock Split").
- F2Each RSU represents a contingent right to receive one share of the issuer's common stock at settlement.
- F3Pursuant to the terms of the reporting holder's employment agreement, the RSUs immediately vested in full on August 1, 2017, in connection with the consummation of the Merger.
- F4Reflects the Reverse Stock Split.
- F5Pursuant to the terms of the reporting holder's spouse's consulting agreement, the RSU immediately vested on August 1, 2017, in connection with the consummation of the Merger.