0001209191-20-023720.txt : 20200407
0001209191-20-023720.hdr.sgml : 20200407
20200407122307
ACCESSION NUMBER: 0001209191-20-023720
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200407
FILED AS OF DATE: 20200407
DATE AS OF CHANGE: 20200407
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CLARK IAN T
CENTRAL INDEX KEY: 0001336504
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38554
FILM NUMBER: 20778991
MAIL ADDRESS:
STREET 1: SOLAZYME, INC.
STREET 2: 225 GATEWAY BLVD.
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Forty Seven, Inc.
CENTRAL INDEX KEY: 0001667633
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 474065674
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1490 O'BRIEN DRIVE, SUITE A
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 352-4150
MAIL ADDRESS:
STREET 1: 1490 O'BRIEN DRIVE, SUITE A
CITY: MENLO PARK
STATE: CA
ZIP: 94025
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-04-07
1
0001667633
Forty Seven, Inc.
FTSV
0001336504
CLARK IAN T
C/O FORTY SEVEN, INC.
1490 O'BRIEN DRIVE, SUITE A
MENLO PARK
CA
94025
1
0
0
0
Stock Option (right to buy)
8.7575
2020-04-07
4
D
0
126493
D
2028-05-02
Common Stock
126493
0
D
Stock Option (right to buy)
10.81
2020-04-07
4
D
0
10322
D
2029-06-11
Common Stock
10322
0
D
Disposed of pursuant to an agreement and plan of merger by and between the Issuer, Gilead Sciences, Inc. ("Gilead") and Toro Merger Sub, Inc. ("Purchaser") (the "Merger"), upon the terms and subject to the conditions described in the Offer to Purchase dated March 10, 2020 (together with any amendments or supplements thereto, the "Offer to Purchase") and in the accompanying Letter of Transmittal (together with any amendments or supplements thereto), which are annexed to and filed with the Schedule TO as Exhibits (a)(1)(A) and (a)(1)(B), respectively.
This option, which provided for vesting over a four-year period as follows: 1/48th of the shares subject to the option vest in a series of 48 successive equal monthly installments beginning April 28, 2018, subject to Reporting Person's continuous service as of each such date, was accelerated and canceled in the Merger in exchange for a cash payment of $10,972,319.05, representing the difference between the market value of the common stock underlying the option on the effective date of the Merger ($95.50 per share) and the exercise price applicable to each share of common stock underlying the option, which difference is multiplied by the total number of shares of common stock subject to the option.
This option, which provided for vesting on the one-year anniversary of the grant date, subject to Reporting Person's continuous service on such date, was canceled in the Merger in exchange for a cash payment of $874,170.18, representing the difference between the market value of the common stock underlying the option on the effective date of the Merger ($95.50 per share) and the exercise price applicable to each share of common stock underlying the option, which difference is multiplied by the total number of shares of common stock subject to the option.
/a/ John T. McKenna, Attorney-in-Fact for Ian T. Clark
2020-04-07