-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K6qGJN7DZO+y2FJlRDTru+MJHcGT9PEY1Lu1RJfZILGqVmrNdA8VMSmJdcNoowrz c/zBFLTFdgvbEfsRn9fwiw== 0001209191-10-052015.txt : 20101028 0001209191-10-052015.hdr.sgml : 20101028 20101028180218 ACCESSION NUMBER: 0001209191-10-052015 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101028 FILED AS OF DATE: 20101028 DATE AS OF CHANGE: 20101028 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GILLIS STEVEN CENTRAL INDEX KEY: 0001229592 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33054 FILM NUMBER: 101149255 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Trubion Pharmaceuticals, Inc CENTRAL INDEX KEY: 0001298521 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2401 4TH AVENUE STREET 2: SUITE 1050 CITY: SEATTLE STATE: WA ZIP: 98121 BUSINESS PHONE: 2068380500 MAIL ADDRESS: STREET 1: 2401 4TH AVENUE STREET 2: SUITE 1050 CITY: SEATTLE STATE: WA ZIP: 98121 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2010-10-28 1 0001298521 Trubion Pharmaceuticals, Inc TRBN 0001229592 GILLIS STEVEN ARCH VENTURE PARTNERS 1000 2ND AVENUE, SUITE 3700 SEATTLE WA 98104 1 1 0 1 Ex. Chair. & President 10% Owner Indirect Common Stock 2010-10-28 4 D 0 2357046 D 0 I By ARCH entities Stock option (right to buy) 6.52 2010-10-28 4 D 0 19135 0.00 D 2016-03-08 Common stock 19135 0 D Stock option (right to buy) 19.08 2010-10-28 4 D 0 5000 0.00 D 2017-05-25 Common stock 5000 0 D Stock option (right to buy) 6.63 2010-10-28 4 D 0 5000 0.00 D 2018-05-28 Common stock 5000 0 D Stock option (right to buy) 2.28 2010-10-28 4 D 0 5000 0.00 D 2019-05-27 Common stock 5000 0 D Stock option (right to buy) 4.13 2010-10-28 4 D 0 90000 0.00 D 2019-11-16 Common stock 90000 0 D Disposed of pursuant to merger agreement among the issuer and Emergent BioSolutions Inc., and certain of its affiliates, in exchange for (a) an aggregate of $3,217,367.79 cash, (b) 386,791 shares of Emergent common stock having a market value of $18.26 per share on the effective date of the merger and (c) 2,357,046 contingent value rights, which represent the right to receive possible additional cash payments. Represents (a) 2,209,741 shares held by ARCH Venture Fund V, L.P., (b) 132,802 shares held by Healthcare Focus Fund, L.P. and (c) 14,503 shares held by ARCH V Entrepreneurs Fund, L.P. (together, the "ARCH Entities"). The reporting person, in addition to being an employee of the issuer, is also an employee of ARCH Venture Corporation, a service provider to the ARCH Entities. The reporting person disclaims beneficial ownership of the shares held by each of the ARCH Entities, except to the extent of his proportionate pecuniary partnership interest in ARCH Venture Fund V, L.P. This option, which was 100% vested on January 25, 2010, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received. This option, which was 100% vested on May 27, 2008, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received. This option, which was 100% vested on May 15, 2009, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates, without any consideration being received. This option, which was 100% vested on May 26, 2010, was cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $11,350, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 5,000 contingent value rights, which represents the right to receive possible additional future cash payments. This option, which provided for vesting at the rate of 1/36th on December 16, 2009, and then 1/36th monthly thereafter, such that all of the shares would be fully vested as of November 16, 2012, was vested in its entirety and then cancelled in the merger between the issuer and Emergent BioSolutions Inc. and certain of its affiliates in exchange for (a) a cash payment of $37,800, representing the difference between the exercise price and the initial merger consideration of $4.55 per share, and (b) 90,000 contingent value rights, which represents the right to receive possible additional future cash payments. /s/ Kathleen Deeley as attorney-in-fact for Steven Gillis 2010-10-28 -----END PRIVACY-ENHANCED MESSAGE-----