0001548187-21-000074.txt : 20211217 0001548187-21-000074.hdr.sgml : 20211217 20211217170738 ACCESSION NUMBER: 0001548187-21-000074 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211216 FILED AS OF DATE: 20211217 DATE AS OF CHANGE: 20211217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foster Jonathan P. CENTRAL INDEX KEY: 0001545414 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38815 FILM NUMBER: 211502479 MAIL ADDRESS: STREET 1: 2450 SOUTH SHORE BLVD. STREET 2: SUITE 402 CITY: LEAGUE CITY STATE: TX ZIP: 77573 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Soliton, Inc. CENTRAL INDEX KEY: 0001548187 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 364729076 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5304 ASHBROOK DRIVE CITY: HOUSTON STATE: TX ZIP: 77081 BUSINESS PHONE: 832-661-3453 MAIL ADDRESS: STREET 1: 5304 ASHBROOK DRIVE CITY: HOUSTON STATE: TX ZIP: 77081 4 1 wf-form4_163977884268775.xml FORM 4 X0306 4 2021-12-16 0 0001548187 Soliton, Inc. SOLY 0001545414 Foster Jonathan P. C/O SOLITON, INC. 5304 ASHBROOK DRIVE HOUSTON TX 77081 1 0 0 0 Stock option (right to buy) 1.75 2021-12-16 4 D 0 30000 D 2028-06-19 Common Stock 30000.0 0 D Stock option (right to buy) 14.62 2021-12-16 4 D 0 15000 D 2029-06-27 Common Stock 15000.0 0 D Stock option (right to buy) 12.94 2021-12-16 4 D 0 15000 D 2030-06-19 Common Stock 15000.0 0 D Warrant (right to buy) 1.75 2021-12-16 4 D 0 12500 D 2023-10-19 Common Stock 12500.0 0 D Pursuant to the Agreement and Plan of Merger, dated as of May 8, 2021 (the "Merger Agreement"), by and among Soliton, Inc. (the "Company"), AbbVie Inc. ("AbbVie") and Scout Merger Sub, Inc., a wholly owned subsidiary of AbbVie ("Merger Sub"), immediately prior to the effective time of the merger of Merger Sub with and into the Company (the "Merger"), each outstanding and unexercised option, whether vested or unvested, was converted into the right to receive a cash payment, without interest and subject to deduction for any required withholding under applicable law, in an amount equal to $22.60 (the "Merger Consideration") minus the exercise price that would be due in cash upon exercise of such option. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding and unexercised warrant, whether vested or unvested, was converted into the right to receive a cash payment, without interest and subject to deduction for any required withholding under applicable law, in an amount equal to the excess of (i) the number of shares of common stock subject to the warrant, multiplied by the Merger Consideration over (ii) the number of shares of common stock subject to the warrant, multiplied by the per share exercise price of such warrant. /s/ Jonathan P. Foster 2021-12-16