0001123292-17-001162.txt : 20170620
0001123292-17-001162.hdr.sgml : 20170620
20170620163425
ACCESSION NUMBER: 0001123292-17-001162
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170616
FILED AS OF DATE: 20170620
DATE AS OF CHANGE: 20170620
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: GENVEC INC
CENTRAL INDEX KEY: 0000934473
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 232705690
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 910 CLOPPER ROAD
STREET 2: SUITE 220N
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
BUSINESS PHONE: 2406320740
MAIL ADDRESS:
STREET 1: 910 CLOPPER ROAD
STREET 2: SUITE 220N
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Richman Michael
CENTRAL INDEX KEY: 0001366265
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24469
FILM NUMBER: 17921157
MAIL ADDRESS:
STREET 1: 2635 TECHNOLOGY FOREST BLVD.
CITY: HOUSTON
STATE: TX
ZIP: 77381
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2017-06-16
1
0000934473
GENVEC INC
GNVC
0001366265
Richman Michael
910 CLOPPER ROAD, SUITE 220N
GAITHERSBURG
MD
20878
1
0
0
0
Common Stock
2017-06-16
4
M
0
2250
3.80
A
2250
D
Common Stock
2017-06-16
4
F
0
1189
7.19
D
1061
D
Common Stock
2017-06-16
4
D
0
1061
D
0
D
Stock Options (right to buy)
3.80
2017-06-16
4
M
0
2250
3.80
D
2017-06-16
2017-06-16
Common Stock
2250
0
D
Withholding of Common Stock to pay exercise price.
2. The shares of Common Stock were cancelled pursuant to the Agreement and Plan of Merger, dated January 24, 2017, among the Issuer, Intrexon Corporation ("Intrexon") and Intrexon GV Holding, Inc. (the "Merger Agreement") in exchange for (i) 315 shares of Intrexon common stock having a market value of $7,188 as of the close of trading on the date immediately prior to the effective date of the merger, and cash in lieu of fractional shares of Intrexon common stock, plus (ii) one contingent payment right (the "Merger Consideration").
[footnote 2 continued] Each contingent payment right entitles the holder thereof to an amount equal to half of certain payments actually received by the registrant or its successor or any of their affiliates from or on behalf of Novartis Institutes for BioMedical Research, Inc. ("Novartis") under the Research Collaboration and License Agreement, dated January 13, 2010, as amended, between the registrant and Novartis, on account of milestone payments or royalties due in relation to the period ending June 16, 2019, divided by the number of shares of the regisrant's common stock having rights to the Merger Consideration, subject to any withholding of taxes required by applicable law.
Disposed of pursuant to the Merger Agreement in exchange for the Merger Consideration.
Pursuant to the Merger Agreement, the vesting date of unvested stock options accelerated to vest and become exercisable as of the closing of the merger.
/s/ Michael Richman
2017-06-20