0001123292-17-001166.txt : 20170620 0001123292-17-001166.hdr.sgml : 20170620 20170620163627 ACCESSION NUMBER: 0001123292-17-001166 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: HOCKMEYER WAYNE T CENTRAL INDEX KEY: 0001219873 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24469 FILM NUMBER: 17921170 MAIL ADDRESS: STREET 1: ONE MEDIMMUNE WAY CITY: GAITHERSBURG STATE: MD ZIP: 20878 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2017-06-16 1 0000934473 GENVEC INC GNVC 0001219873 HOCKMEYER WAYNE T 910 CLOPPER ROAD, SUITE 220N GAITHERSBURG MD 20878 1 0 0 0 Common Stock 2017-06-16 4 M 0 1500 3.80 A 9300 D Common Stock 2016-06-16 4 F 0 793 7.19 D 8507 D Common Stock 2017-06-16 4 D 0 8507 D 0 D Stock Options (right to buy) 3.80 2017-06-16 4 M 0 1500 3.80 D 2017-06-16 2017-06-16 Common Stock 1500 0 D Withholding of Common Stock to pay exercise price and to satisfy tax withholding obligations. 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) 2,526 shares of Intrexon common stock having a market value of $57,643 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/ Wayne T. Hockmeyer 2017-06-20