0000950170-24-028177.txt : 20240307
0000950170-24-028177.hdr.sgml : 20240307
20240307173633
ACCESSION NUMBER: 0000950170-24-028177
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240307
FILED AS OF DATE: 20240307
DATE AS OF CHANGE: 20240307
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DALESANDRO MARGARET
CENTRAL INDEX KEY: 0001208853
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-56600
FILM NUMBER: 24731499
MAIL ADDRESS:
STREET 1: ONCOSEC MEDICAL INCORPORATED
STREET 2: 24 NORTH MAIN STREET
CITY: PENNINGTON
STATE: NJ
ZIP: 08534
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ambrx Biopharma, Inc.
CENTRAL INDEX KEY: 0001990550
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 932892120
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 10975 NORTH TORREY PINES ROAD
CITY: LA JOLLA
STATE: CA
ZIP: 92037
BUSINESS PHONE: (858) 875-2400
MAIL ADDRESS:
STREET 1: 10975 NORTH TORREY PINES ROAD
CITY: LA JOLLA
STATE: CA
ZIP: 92037
FORMER COMPANY:
FORMER CONFORMED NAME: New Ambrx Biopharma Inc.
DATE OF NAME CHANGE: 20230818
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2024-03-07
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0001990550
Ambrx Biopharma, Inc.
AMAM
0001208853
DALESANDRO MARGARET
C/O AMBRX BIOPHARMA INC.
10975 N TORREY PINES ROAD
LA JOLLA
CA
92037
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Restricted Stock Units
2024-03-07
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Common Stock
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Restricted Stock Units
2024-03-07
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Common Stock
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This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 5, 2024, among the Issuer, Johnson & Johnson ("J&J"), and Charm Merger Sub, Inc., a wholly owned subsidiary of J&J ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), effective as of March 7, 2024 (such date and time of such Merger, the "Effective Time"), with the Issuer surviving the Merger as a wholly owned subsidiary of J&J.
Each of these restricted stock units ("RSUs") represents a contingent right to receive one share of common stock of the Issuer ("Company Common Stock").
The RSUs vest in three successive equal annual installments beginning on September 1, 2024, subject to continuous service through such vesting date.
Pursuant to the Merger Agreement, at the Effective Time, each of these RSUs that was outstanding as of immediately prior to the Effective Time was cancelled and the Reporting Person was entitled to receive the Merger Consideration, without interest and less any applicable withholding taxes, in respect of each such RSU.
The RSUs vest on the earlier of (i) the one-year anniversary of the date of grant of September 1, 2023, and (ii) the day immediately before the next annual general meeting, subject to continuous service through such vesting date.
/s/ Sonja Nelson, Attorney-in-Fact for Margaret Dalesandro
2024-03-07