0001225208-20-009616.txt : 20200817
0001225208-20-009616.hdr.sgml : 20200817
20200707153952
ACCESSION NUMBER: 0001225208-20-009616
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200702
FILED AS OF DATE: 20200706
DATE AS OF CHANGE: 20200707
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BIRD JEFFREY W
CENTRAL INDEX KEY: 0001250409
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35935
FILM NUMBER: 201016088
MAIL ADDRESS:
STREET 1: 755 PAGE MILL RD STE A-200
CITY: PALO ALTO
STATE: CA
ZIP: 94304-1005
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PORTOLA PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0001269021
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 270 EAST GRAND AVENUE, SUITE 22
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
BUSINESS PHONE: 650-244-6864
MAIL ADDRESS:
STREET 1: 270 EAST GRAND AVENUE, SUITE 22
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
4
1
doc4.xml
X0306
4
2020-07-02
0001269021
PORTOLA PHARMACEUTICALS INC
PTLA
0001250409
BIRD JEFFREY W
755 PAGE MILL ROAD, SUITE A-200
PALO ALTO
CA
94304-1005
1
Common Stock
2020-07-02
4
D
0
20475.0000
18.0000
D
0.0000
D
Common Stock
2020-07-02
4
D
0
10007.0000
18.0000
D
0.0000
I
By Ltd Liability Company (SHM)
Common Stock
2020-07-02
4
D
0
45402.0000
18.0000
D
0.0000
I
By Ltd Partnership (NEST)
Common Stock
2020-07-02
4
D
0
458569.0000
18.0000
D
0.0000
I
By Trust (Trustees)
Stock Option (Right to Buy)
24.1900
2020-07-02
4
D
0
6000.0000
D
2026-06-01
Common Stock
6000.0000
0.0000
D
Stock Option (Right to Buy)
19.7400
2020-07-02
4
D
0
14101.0000
D
2023-06-04
Common Stock
14101.0000
0.0000
D
Stock Option (Right to Buy)
42.8100
2020-07-02
4
D
0
6000.0000
D
2028-06-07
Common Stock
6000.0000
0.0000
D
Stock Option (Right to Buy)
26.0900
2020-07-02
4
D
0
6991.0000
D
2029-06-12
Common Stock
6991.0000
0.0000
D
Stock Option (Right to Buy)
17.9400
2020-07-02
4
D
0
11377.0000
D
2030-06-12
Common Stock
11377.0000
0.0000
D
Stock Option (Right to Buy)
44.3900
2020-07-02
4
D
0
10000.0000
D
2025-06-16
Common Stock
10000.0000
0.0000
D
Stock Option (Right to Buy)
35.0600
2020-07-02
4
D
0
6000.0000
D
2027-06-16
Common Stock
6000.0000
0.0000
D
Stock Option (Right to Buy)
29.1900
2020-07-02
4
D
0
10000.0000
D
2024-06-27
Common Stock
10000.0000
0.0000
D
Pursuant to the Agreement and Plan of Merger, dated as of May 5, 2020, by and among Portola Pharmaceuticals, Inc. (the "Issuer"), Alexion Pharmaceuticals, Inc. ("Alexion") and Odyssey Merger Sub Inc. ("Merger Sub") (the "Merger Agreement"), on July 2, 2020, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a direct, wholly owned subsidiary of Alexion (the "Merger"). At the effective time of the Merger (the "Effective Time"), these shares were canceled in exchange for $18.00 per share in cash, without interest and subject to any applicable withholding taxes.
The reporting person shares pecuniary interest in these shares with other parties pursuant to contractual relationships. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest in these shares.
Shares held by Sutter Hill Management Company, L.L.C. ("SHM"). Sutter Hill Ventures, a California Limited Partnership ("SHV") has voting and dispositive power over the shares held by SHM, and the reporting person is a trustee of a trust which is a member of SHM. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.
Shares held by a limited partnership of which the reporting person is a trustee of a trust which is the general partner. The reporting person disclaims beneficial ownership of these shares except as to the reporting person's pecuniary interest therein.
Shares held by a trust of which the reporting person is a trustee. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest in the trust.
In connection with the Merger, these options were canceled without payment.
At the Effective Time, this unvested and outstanding option was accelerated, canceled and converted into the right to receive a cash amount equal to the product of (i) the number of shares that are subject to such options and (ii) $18.00 less the applicable exercise price per share of such options, subject to any applicable withholding or other taxes required by applicable law.
/s/ Robert Yin, by power of attorney
2020-07-06