Form Type: 4

SEC EDGAR Link
Accession Number:0001250853-21-000090
Date:2021-08-27
Issuer: KINDRED BIOSCIENCES, INC. (KIN)
Original Submission Date:

Reporting Person:

BEVERS DENISE
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 145,835 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) 0.9 2021-08-27 deemed execution date D 20,400 (d) 2023-08-29 common stock 20,400 $0.90 0 indirect by sd scientific, inc.
STOCK OPTION (RIGHT TO BUY) 1.37 2021-08-27 deemed execution date D 96,092 (d) 2023-08-29 common stock 96,092 $1.37 0 direct
STOCK OPTION (RIGHT TO BUY) 15.41 2021-08-27 deemed execution date D 75,000 (d) 2024-02-03 common stock 75,000 $15.41 0 direct
STOCK OPTION (RIGHT TO BUY) 6.96 2021-08-27 deemed execution date D 59,031 (d) 2025-01-26 common stock 59,031 $6.96 0 direct
STOCK OPTION (RIGHT TO BUY) 3.45 2021-08-27 deemed execution date D 59,031 (d) 2026-01-08 common stock 59,031 $3.45 0 direct
STOCK OPTION (RIGHT TO BUY) 3.6 2021-08-27 deemed execution date D 30,000 (d) 2026-04-05 common stock 30,000 $3.60 0 direct
STOCK OPTION (RIGHT TO BUY) 6.4 2021-08-27 deemed execution date D 100,000 (d) 2027-01-23 common stock 100,000 $6.40 0 direct
STOCK OPTION (RIGHT TO BUY) 8.75 2021-08-27 deemed execution date D 100,000 (d) 2028-01-22 common stock 100,000 $8.75 0 direct
STOCK OPTION (RIGHT TO BUY) 12.6 2021-08-27 deemed execution date D 75,000 (d) 2028-10-22 common stock 75,000 $12.60 0 direct
STOCK OPTION (RIGHT TO BUY) 9.91 2021-08-27 deemed execution date D 150,000 (d) 2029-01-31 common stock 150,000 $9.91 0 direct
STOCK OPTION (RIGHT TO BUY) 9.84 2021-08-27 deemed execution date D 80,000 (d) 2030-01-16 common stock 80,000 $9.84 0 direct
STOCK OPTION (RIGHT TO BUY) 4.44 2021-08-27 deemed execution date D 46,000 (d) 2031-01-19 common stock 46,000 $4.44 0 direct
Footnotes
IDfootnote
f1 represents 145,835 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. the amount of securities includes 2,000 shares of kindred biosciences, inc. common stock that were inadvertently omitted from previous form 4 filings after being acquired by the reporting person pursuant to the kindred biosciences, inc. employee stock purchase plan.
f2 this option, which vested 25% of the total number of shares underlying the option ("option shares") on the annual anniversary of august 29, 2013, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the merger agreement in exchange for a cash payment of $170,340.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f3 held by sd scientific, inc. ("sd scientific"). the reporting person is a co-director and co-stockholder of sd scientific, and as such, shares voting and dispositive power over such shares held by sd scientific but disclaims beneficial ownership of the shares except to the extent of her pecuniary interest therein.
f4 this option, which vested 25% of the total number of shares underlying the option ("option shares") on the annual anniversary of august 29, 2013, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the merger agreement in exchange for a cash payment of $757,204.96, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f5 this option, which vested 25% of the option shares on the annual anniversary of february 3, 2014, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the merger agreement in exchange for no consideration.
f6 this option, which vested 25% of the option shares on the annual anniversary of january 26, 2015, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the merger agreement in exchange for a cash payment of $135,180.99, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f7 this option, which vested 25% of the option shares on the annual anniversary of january 8, 2016, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the merger agreement in exchange for a cash payment of $342,379.80, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f8 this option, which vested 25% of the option shares on the annual anniversary of april 5, 2016, with the remaining option shares vested in equal monthly installments over the following three years, subject to continued employment on each such vesting date, was cancelled pursuant to the merger agreement in exchange for a cash payment of $169,500.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f9 this option, which was subject to acceleration of vesting pursuant to a severance and release agreement between kindred biosciences, inc. and the reporting person, was cancelled pursuant to the merger agreement in exchange for a cash payment of $285,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f10 this option, which was subject to acceleration of vesting pursuant to a severance and release agreement between kindred biosciences, inc. and the reporting person, was cancelled pursuant to the merger agreement in exchange for a cash payment of $50,000.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
f11 this option, which was subject to acceleration of vesting pursuant to a severance and release agreement between kindred biosciences, inc. and the reporting person, was cancelled pursuant to the merger agreement in exchange for no consideration.
f12 this option, which was subject to acceleration of vesting pursuant to a severance and release agreement between kindred biosciences, inc. and the reporting person, was cancelled pursuant to the merger agreement in exchange for no consideration.
f13 this option, which was subject to acceleration of vesting pursuant to a severance and release agreement between kindred biosciences, inc. and the reporting person, was cancelled pursuant to the merger agreement in exchange for no consideration.
f14 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 $221,260.00, representing the difference between the per share exercise price of the option and the merger consideration of $9.25 per share.
WhaleWisdom Logo

Elevate your investments