0000899243-16-024952.txt : 20160712
0000899243-16-024952.hdr.sgml : 20160712
20160712162100
ACCESSION NUMBER: 0000899243-16-024952
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160712
FILED AS OF DATE: 20160712
DATE AS OF CHANGE: 20160712
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Celator Pharmaceuticals Inc
CENTRAL INDEX KEY: 0001327467
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 202680869
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 303B COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
BUSINESS PHONE: (609) 243-0123
MAIL ADDRESS:
STREET 1: 303B COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mayer Lawrence David
CENTRAL INDEX KEY: 0001566522
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36179
FILM NUMBER: 161764148
MAIL ADDRESS:
STREET 1: 303B COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-07-12
1
0001327467
Celator Pharmaceuticals Inc
CPXX
0001566522
Mayer Lawrence David
C/O CELATOR PHARMACEUTICALS, INC.
200 PRINCETONSOUTH CORP. CENTER, STE 180
EWING
NJ
08628
0
1
0
0
See Remarks
Common Stock
2016-07-12
4
D
0
107515
30.25
D
0
D
Common Stock
2016-07-12
4
D
0
7468
30.25
D
0
I
By spouse
Common Stock
2016-07-12
4
D
0
3631
30.25
D
0
I
By spouse's trust
Stock Option (right to buy)
3.37
2016-07-12
4
D
0
28217
26.88
D
2017-07-10
Common Stock
28217
0
D
Stock Option (right to buy)
3.116
2016-07-12
4
D
0
200000
27.134
D
2023-06-03
Common Stock
200000
0
D
Stock Option (right to buy)
3.22
2016-07-12
4
D
0
50000
27.03
D
2024-02-18
Common Stock
50000
0
D
Stock Option (right to buy)
2.79
2016-07-12
4
D
0
80000
27.46
D
2024-02-18
Common Stock
80000
0
D
Stock Option (right to buy)
1.32
2016-07-12
4
D
0
175000
28.93
D
2026-01-27
Common Stock
175000
0
D
Stock Option (right to buy)
1.32
2016-07-12
4
D
0
35676
28.93
D
2026-01-27
Common Stock
35676
0
D
Disposed of pursuant to the merger under the Agreement and Plan of Merger dated as of May 27, 2016 among Jazz Pharmaceuticals plc, Plex Merger Sub, Inc. and the Issuer (the "Merger") in exchange for a cash payment, representing the $30.25 purchase price per share of Issuer common stock in the Merger.
The option (which was vested in full), was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 50,000 options vest on June 3, 2014; and (ii) 150,000 options vest in twelve consecutive quarterly installments of 12,500 shares, each on the 3rd day of the respective month beginning September 3, 2014 and continuing through June 3, 2017) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 12,5000 options vest on February 18, 2015; and (ii) 37,500 options vest in 12 consecutive quarterly installments of 3,125 shares, each on the 18th day of the respective month beginning May 18, 2015 and continuing through February 18, 2018) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 20,000 options vest on February 25, 2016; and (ii) 60,000 options vest in 12 consecutive quarterly installments of 5,000 shares, each on the 25th day of the respective month beginning May 25, 2016 and continuing through November 25, 2018) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 43,750 options vest on January 27, 2017; and (ii) 120,307 options vest in 11 consecutive quarterly installments of 10,937 shares vest on the 27th day of each respective month, beginning April 27, 2017 and continuing through October 27, 2019 and (iii) 10,943 options vest on January 27, 2020) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which vested on March 14, 2016, the date the Issuer announced analysis of overall survival of Study 301, its Phase 3 clinical study) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
President and Chief Scientific Officer
/s/ Lawrence David Mayer
2016-07-12