Form Type: 4

SEC EDGAR Link
Accession Number:0001250853-21-000087
Date:2021-08-27
Issuer: KINDRED BIOSCIENCES, INC. (KIN)
Original Submission Date:

Reporting Person:

TOWNSEND RAYMOND
C/O KINDRED BIOSCIENCES, INC.
1555 BAYSHORE HIGHWAY, SUITE 200 BURLINGAME, CA 94010

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2021-08-27 D 24,928 d $9.25 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 7.0 2021-08-27 deemed execution date D 20,000 (d) 2023-12-11 common stock 20,000 $7.00 0 direct
STOCK OPTION (RIGHT TO BUY) 15.41 2021-08-27 deemed execution date D 34,000 (d) 2024-02-03 common stock 34,000 $15.41 0 direct
STOCK OPTION (RIGHT TO BUY) 6.96 2021-08-27 deemed execution date D 44,000 (d) 2025-01-26 common stock 44,000 $6.96 0 direct
STOCK OPTION (RIGHT TO BUY) 3.45 2021-08-27 deemed execution date D 18,892 (d) 2026-01-08 common stock 18,892 $3.45 0 direct
STOCK OPTION (RIGHT TO BUY) 6.4 2021-08-27 deemed execution date D 49,900 (d) 2027-01-23 common stock 49,900 $6.40 0 direct
STOCK OPTION (RIGHT TO BUY) 8.75 2021-08-27 deemed execution date D 75,000 (d) 2028-01-22 common stock 75,000 $8.75 0 direct
STOCK OPTION (RIGHT TO BUY) 9.91 2021-08-27 deemed execution date D 50,000 (d) 2029-01-31 common stock 50,000 $9.91 0 direct
STOCK OPTION (RIGHT TO BUY) 9.84 2021-08-27 deemed execution date D 50,000 (d) 2030-01-16 common stock 50,000 $9.84 0 direct
STOCK OPTION (RIGHT TO BUY) 4.44 2021-08-27 deemed execution date D 50,000 (d) 2031-01-19 common stock 50,000 $4.44 0 direct
Footnotes
IDfootnote
f1 represents 24,928 shares of common stock that were disposed of at the effective time of the merger (the "merger") contemplated by the agreement and plan of merger, dated as of june 15, 2021, by and among the elanco animal health incorporated, knight merger sub, inc., and kindred biosciences, inc. (the "merger agreement") in exchange for a cash payment of $9.25 per share.
f2 this option, which vested 25% of the total number of shares underlying the option ("option shares") on the annual anniversary of december 11, 2013, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued service as director on each such vesting date, was cancelled pursuant to the merger agreement in exchange for a cash payment of $45,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f3 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for no consideration.
f4 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for a cash payment of $100,760.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f5 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for a cash payment of $109,573.60, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f6 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for a cash payment of $142,215.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f7 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for a cash payment of $37,500.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f8 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for no consideration.
f9 this option provided for vesting in four equal quarterly installments from the option grant date. this option was cancelled pursuant to the merger agreement in exchange for no consideration.
f10 this option provided for vesting in four equal quarterly installments from the option grant date. pursuant to the merger agreement, the unvested portion of this option was subject to acceleration of vesting. this option was cancelled pursuant to the merger agreement in exchange for a cash payment of $240,500.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
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