0001694187-20-000063.txt : 20200506
0001694187-20-000063.hdr.sgml : 20200506
20200506210607
ACCESSION NUMBER: 0001694187-20-000063
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200506
FILED AS OF DATE: 20200506
DATE AS OF CHANGE: 20200506
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Al-Wakeel Yasir B.
CENTRAL INDEX KEY: 0001650691
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38551
FILM NUMBER: 20854244
MAIL ADDRESS:
STREET 1: MERRIMACK PHARMACEUTICALS, INC.
STREET 2: ONE KENDALL SQUARE, SUITE B7201
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Neon Therapeutics, Inc.
CENTRAL INDEX KEY: 0001694187
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 40 ERIE STREET
STREET 2: SUITE 110
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 617-337-4701
MAIL ADDRESS:
STREET 1: 40 ERIE STREET
STREET 2: SUITE 110
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
4
1
wf-form4_158881354959855.xml
FORM 4
X0306
4
2020-05-06
1
0001694187
Neon Therapeutics, Inc.
NTGN
0001650691
Al-Wakeel Yasir B.
C/O NEON THERAPEUTICS, INC.
40 ERIE STREET, SUITE 110
CAMBRIDGE
MA
02139
0
1
0
0
Chief Financial Officer
Common Stock
2020-05-06
4
D
0
196965
D
0
D
Stock Option (Right to Buy)
5.8
2020-05-06
4
D
0
192759
D
Common Stock
192759.0
0
D
Stock Option (Right to Buy)
10.2
2020-05-06
4
D
0
61031
D
Common Stock
61031.0
0
D
Stock Option (Right to Buy)
6.13
2020-05-06
4
D
0
100000
D
Common Stock
100000.0
0
D
This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 15, 2020, by and among the Issuer, BioNTech SE ("BioNTech"), and Endor Lights, Inc. a direct wholly owned subsidiary of BioNTech ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger") effective as of May 6, 2020 (the "Effective Time"). Immediately prior to the Effective Time, each issued and outstanding share of common stock of the Issuer (each, a "Share") was cancelled and converted into the right to receive 0.063 (the "Exchange Ratio") of American Depositary Shares of BioNTech ("BioNTech ADS") plus the right, if any, to receive cash in lieu of fractional shares of BioNTech ADSs into which such Shares would have been converted. This number includes 154,584 restricted stock units (each, an "RSU") held by the Reporting Person.
Pursuant to the Merger Agreement, at the Effective Time, these options were cancelled for no consideration because these options had an exercise price per Share that was equal to or greater than the product of the volume weighted average price of one BioNTech ADS for the ten trading days immediately prior to the second business day prior to the day of the closing of the Merger, starting with the opening of trading on the first trading day to the closing of the second to last trading day prior to the day of the closing of the Merger, as reported by Bloomberg, multiplied by the Exchange Ratio (the "Cash Merger Consideration").
/s/ Jolie M. Siegel, as attorney in fact
2020-05-06