-----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, S6KHo3lebaw/S/DNYvu/KTQrDAZ7/WmOB/0K6cjjQwtsfPawbb4w1qQTzLw6z3h7 OLhyODGqeLMMQ7xosJiTmA== 0001209191-10-052017.txt : 20101028 0001209191-10-052017.hdr.sgml : 20101028 20101028180313 ACCESSION NUMBER: 0001209191-10-052017 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: Heron Patrick J CENTRAL INDEX KEY: 0001365617 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33054 FILM NUMBER: 101149259 MAIL ADDRESS: STREET 1: 550 HAMILTON AVE., SUITE 100 CITY: PALO ALTO STATE: CA ZIP: 94301 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 0001365617 Heron Patrick J FRAZIER HEALTHCARE VENTURES 70 WILLOW, SUITE 200 MENLO PARK CA 94025 1 0 0 1 10% Owner Indirect Common Stock 2010-10-28 4 D 0 4457 D 0 I Frazier Affiliates III, L.P. Common Stock 2010-10-28 4 D 0 8291 D 0 I Frazier Affiliates IV, L.P. Common Stock 2010-10-28 4 D 0 592505 D 0 I Frazier Healthcare III, L.P. Common Stock 2010-10-28 4 D 0 1632687 D 0 I Frazier Healthcare IV, L.P. Stock option (right to purchase) 13.78 2010-10-28 4 D 0 12500 0.00 D 2016-10-24 Common stock 12500 0 D Stock option (right to purchase) 19.08 2010-10-28 4 D 0 5000 0.00 D 2017-05-25 Common stock 5000 0 D Stock option (right to purchase) 6.63 2010-10-28 4 D 0 5000 0.00 D 2018-05-28 Common stock 5000 0 D Stock option (right to purchase) 2.28 2010-10-28 4 D 0 5000 0.00 D 2019-05-27 Common stock 5000 0 D Stock option (right to purchase) 3.45 2010-10-28 4 D 0 5000 0.00 D 2020-05-26 Common stock 5000 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 $6,083.81 cash, (b) 731 shares of Emergent common stock having a market value of $18.26 per share on the effective date of the merger and (c) 4,457 contingent value rights, which represent the right to receive possible additional cash payments. The reporting person is an affiliate of FHM III, LLC, the general partner of Frazier Healthcare III, L.P. and Frazier Affiliates III, L.P., but disclaims beneficial ownership of these shares except to the extent of his proportionate partnership interest therein. 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 $11,317.22 cash, (b) 1,360 shares of Emergent common stock having a market value of $18.26 per share on the effective date of the merger and (c) 8,291 contingent value rights, which represent the right to receive possible additional cash payments. The reporting person is a partner of FHM IV, L.P., the general partner of Frazier Healthcare IV, L.P. and Frazier Affiliates IV, L.P., but disclaims beneficial ownership of these shares except to the extent of his proportionate partnership interest therein. 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 $808,769.33 cash, (b) 97,230 shares of Emergent common stock having a market value of $18.26 per share on the effective date of the merger and (c) 592,505 contingent value rights, which represent the right to receive possible additional cash payments. 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 $2,228,617.76 cash, (b) 267,923 shares of Emergent common stock having a market value of $18.26 per share on the effective date of the merger and (c) 1,632,687 contingent value rights, which represent the right to receive possible additional cash payments. This option, which was 100% vested on October 23, 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 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 was to be 100% vested on May 25, 2011, 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 $5,500, 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. /s/ Kathleen Deeley as attorney-in-fact for Patrick J. Heron 2010-10-28 -----END PRIVACY-ENHANCED MESSAGE-----