0001209191-21-065717.txt : 20211119
0001209191-21-065717.hdr.sgml : 20211119
20211119101344
ACCESSION NUMBER: 0001209191-21-065717
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211119
FILED AS OF DATE: 20211119
DATE AS OF CHANGE: 20211119
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Koppikar Utpal
CENTRAL INDEX KEY: 0001742696
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36287
FILM NUMBER: 211426868
MAIL ADDRESS:
STREET 1: C/O ATARA BIOTHERAPEUTICS, INC.
STREET 2: 611 GATEWAY BLVD, SUITE 900
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Flexion Therapeutics Inc
CENTRAL INDEX KEY: 0001419600
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 10 MALL ROAD
STREET 2: SUITE 301
CITY: BURLINGTON
STATE: MA
ZIP: 01803
BUSINESS PHONE: (781) 305-7777
MAIL ADDRESS:
STREET 1: 10 MALL ROAD
STREET 2: SUITE 301
CITY: BURLINGTON
STATE: MA
ZIP: 01803
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-11-19
1
0001419600
Flexion Therapeutics Inc
FLXN
0001742696
Koppikar Utpal
C/O FLEXION THERAPEUTICS, INC.
10 MALL ROAD, SUITE 301
BURLINGTON
MA
01803
1
0
0
0
Stock option (right to buy)
7.82
2021-11-19
4
D
0
32000
D
2031-07-08
Common Stock
32000
0
D
Pursuant to the Agreement and Plan of Merger, dated as of October 11, 2021, by and among Flexion Therapeutics, Inc. ("Issuer"), Pacira BioSciences, Inc. and Oyster Acquisition Company Inc. ("Purchaser") ("Merger Agreement"), on November 19, 2021, Purchaser merged with and into Issuer, with Issuer continuing as the surviving corporation ("Merger").
At the effective time of the Merger, each outstanding option with an exercise price less than $8.50 per share was accelerated and became fully vested and exercisable and was cancelled and converted into the right to receive (i) cash in an amount equal to the product of (a) the total number of shares of Issuer common stock subject to such option multiplied by (b) the excess of (x) $8.50 per share over (y) the exercise price payable per share of Issuer common stock under such option, and (ii) one non-transferable contractual contingent value right per share, which represent the right to receive one or more contingent payments of up to $8.00 per share in the aggregate, in cash, upon the achievement of specified milestones.
/s/ Mark S. Levine, Attorney-in-Fact
2021-11-19