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