0001140361-16-078618.txt : 20160902 0001140361-16-078618.hdr.sgml : 20160902 20160902122649 ACCESSION NUMBER: 0001140361-16-078618 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160901 FILED AS OF DATE: 20160902 DATE AS OF CHANGE: 20160902 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Relypsa Inc CENTRAL INDEX KEY: 0001416792 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 260893742 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 CARDINAL WAY CITY: REDWOOD CITY STATE: CA ZIP: 94063 BUSINESS PHONE: 650-421-9500 MAIL ADDRESS: STREET 1: 100 CARDINAL WAY CITY: REDWOOD CITY STATE: CA ZIP: 94063 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Corbett Mary CENTRAL INDEX KEY: 0001595398 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36184 FILM NUMBER: 161867803 MAIL ADDRESS: STREET 1: 700 SAGINAW DRIVE CITY: REDWOOD CITY STATE: CA ZIP: 94063 4 1 doc1.xml FORM 4 X0306 4 2016-09-01 1 0001416792 Relypsa Inc RLYP 0001595398 Corbett Mary C/O RELYPSA, INC. 100 CARDINAL WAY REDWOOD CITY CA 94063 0 1 0 0 Senior VP, Human Resources Common Stock 2016-09-01 4 A 0 2917 0.00 A 20247 D Common Stock 2016-09-01 4 U 0 6080 32.00 D 14167 D Common Stock 2016-09-01 4 D 0 14167 32.00 D 0 D Stock Option (Right to Buy) 18.87 2016-09-01 4 A 0 11667 A 2025-11-05 Common Stock 11667 17500 D Stock Option (Right to Buy) 18.87 2016-09-01 4 D 0 17500 D 2025-11-05 Common Stock 17500 0 D Stock Option (Right to Buy) 33.76 2016-09-01 4 D 0 50000 D 2023-07-23 Common Stock 50000 0 D Stock Option (Right to Buy) 27.21 2016-09-01 4 D 0 24500 D 2024-08-13 Common Stock 24500 0 D Stock Option (Right to Buy) 28.38 2016-09-01 4 D 0 24500 D 2025-08-09 Common Stock 24500 0 D On November 6, 2015, the Reporting Person was granted 4,375 Restricted Stock Units to vest upon achievement of certain performance-based milestones (the "Performance RSUs"). On June 3, 2016, 1/3rd of the Performance RSUs vested upon achievement of the first performance milestone. On September 1, 2016, the vesting of the remaining Performance RSUs accelerated in full with any performance condition being deemed achieved at 100% pursuant to the terms of the Agreement and Plan of Merger, dated as of July 20, 2016 (the "Merger Agreement"), by and among the Issuer, Galencia AG, a public limited company existing under the laws of Switzerland ("Parent"), and Vifor Pharma USA Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent. Disposed of pursuant to the Merger Agreement in exchange for cash consideration of $32.00 per share, without interest, subject to any applicable withholding taxes. Pursuant to the terms of the Merger Agreement, on September 1, 2016, each award of restricted stock units and stock options was cancelled in exchange for the right to receive $32.00 per share in cash less any applicable withholding taxes and in the case of stock options, less the applicable exercise price. On November 6, 2015, the Reporting Person was granted an option to purchase 17,500 shares of Common Stock to vest in three equal tranches upon achievement of certain performance-based milestones (the "Performance Option"). On June 3, 2016, 1/3rd of the Performance Option vested upon achievement of the first performance milestone. On September 1, 2016, the vesting of the remaining unvested shares subject to the Performance Option accelerated in full with any performance condition being deemed achieved at 100% pursuant to the terms of the Merger Agreement /s/ Ronald A. Krasnow, as Attorney-in-Fact for Mary Corbett 2016-09-02