0000899243-22-020410.txt : 20220601 0000899243-22-020410.hdr.sgml : 20220601 20220601162747 ACCESSION NUMBER: 0000899243-22-020410 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220527 FILED AS OF DATE: 20220601 DATE AS OF CHANGE: 20220601 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Strobeck Matthew CENTRAL INDEX KEY: 0001377832 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-10961 FILM NUMBER: 22987717 MAIL ADDRESS: STREET 1: C/O METABOLIX, INC. STREET 2: 21 ERIE STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QUIDEL CORP /DE/ CENTRAL INDEX KEY: 0000353569 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 942573850 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9975 SUMMERS RIDGE ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 8585521100 MAIL ADDRESS: STREET 1: 9975 SUMMERS RIDGE ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: MONOCLONAL ANTIBODIES INC /DE/ DATE OF NAME CHANGE: 19910210 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-05-27 1 0000353569 QUIDEL CORP /DE/ QDEL 0001377832 Strobeck Matthew 9975 SUMMERS RIDGE ROAD SAN DIEGO CA 92121 1 0 0 0 Common Stock 2022-05-27 4 D 0 6533 D 0 D Common Stock 2022-05-27 4 D 0 16630 D 0 I UGMA Account Common Stock 2022-05-27 4 D 0 38145 D 0 I Birchview Non-Qualified Stock Options 53.27 2022-05-27 4 D 0 259 0.00 D 2028-04-04 Common Stock 259 0 D Restricted Stock Units 2022-05-27 4 D 0 875 0.00 D Common Stock 875 0 D Restricted Stock Units 2022-05-27 4 D 0 262 0.00 D Common Stock 262 0 D Restricted Stock Units 2022-05-27 4 D 0 427 0.00 D Common Stock 427 0 D Restricted Stock Units 2022-05-27 4 D 0 85 0.00 D Common Stock 85 0 D Pursuant to the Business Combination Agreement, dated as of December 22, 2021 (the "Business Combination Agreement") by and among Quidel Corporation ("Quidel"), Ortho Clinical Diagnostics Holdings plc, QuidelOrtho Corporation ("QuidelOrtho"), Orca Holdco, Inc., Laguna Merger Sub, Inc. and Orca Holdco 2, Inc., each share of common stock of Quidel beneficially owned by the Reporting Person at the effective time of the transaction contemplated by the Business Combination Agreement will be exchanged for one share of common stock of QuidelOrtho. The Reporting Person is custodian under the Uniform Gift to Minor Act of 16,630 shares held by four of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. The Reporting Person has sole voting and dispositive power with respect to shares held by Birchview Fund, LLC in his capacity as the Chief Executive Officer of such entity. The Reporting Person disclaims beneficial ownership of the shares held by Birchview Fund, LLC except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Pursuant to the Business Combination Agreement, the Quidel Non-Qualified Stock Options will be converted into an equal number of Non-Qualified Stock Options to purchase shares of common stock of QuidelOrtho on the same terms and conditions (including applicable vesting conditions). Vested in full. Each restricted stock unit represents the right to receive one share of Quidel common stock. Pursuant to the Business Combination Agreement, the Quidel restricted stock units will be converted into an equal number of restricted stock units representing the right to receive shares of common stock of QuidelOrtho on the same terms and conditions (including applicable vesting conditions). Release of restricted stock units was deferred pursuant to Quidel's deferred compensation program applicable to participating non-employee directors and will occur according to the elected deferral schedule. /s/ Phillip S. Askim, attorney-in-fact for Matthew Strobeck 2022-06-01