0000899243-18-030881.txt : 20181213
0000899243-18-030881.hdr.sgml : 20181213
20181213163311
ACCESSION NUMBER: 0000899243-18-030881
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181212
FILED AS OF DATE: 20181213
DATE AS OF CHANGE: 20181213
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Neylan John F.
CENTRAL INDEX KEY: 0001640447
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-30929
FILM NUMBER: 181233597
MAIL ADDRESS:
STREET 1: 750 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: KERYX BIOPHARMACEUTICALS INC
CENTRAL INDEX KEY: 0001114220
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 134087132
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DR.
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: 617-466-3500
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DR.
CITY: BOSTON
STATE: MA
ZIP: 02210
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-12-12
1
0001114220
KERYX BIOPHARMACEUTICALS INC
KERX
0001640447
Neylan John F.
C/O KERYX BIOPHARMACEUTICALS, INC.
ONE MARINA PARK DRIVE, 12TH FLOOR
BOSTON
MA
02210
0
1
0
0
Chief Medical Officer
Common Stock
2018-12-12
4
D
0
148279
D
0
D
Stock Option
2018-12-12
4
D
0
772500
D
Common Stock
772500
0
D
Disposed of pursuant to the Agreement and Plan of Merger, dated June 28, 2018, by and between Keryx Biopharmaceuticals, Inc. ("Keryx"), Akebia Therapeutics, Inc. ("Akebia") and Alpha Therapeutics Merger Sub Inc., as amended on October 1, 2018 (the "Merger Agreement"), whereby each share of common stock of Keryx was canceled and automatically converted into 0.37433 shares of common stock of Akebia (the "Exchange Ratio"), with fractional shares being paid in cash as provided in the Merger Agreement.
(Continued from footnote 1) The market value of each share of Akebia common stock received pursuant to the Merger Agreement is $8.94, based on the closing trading price of Akebia common stock on December 12, 2018. Includes 66,039 shares of restricted stock, the vesting of which was accelerated as a result of a termination of the reporting person's employment in connection with the Merger, and each share of restricted stock was cancelled and converted into the right to receive 0.37433 shares of Akebia common stock, with fractional shares being paid in cash. The market value of each share of Akebia common stock received pursuant to the Merger Agreement is $8.94, based on the closing trading price of Akebia common stock on December 12, 2018.
Pursuant to the terms of the Merger Agreement, this stock option was cancelled and converted into an option to acquire Akebia common stock, with the number of shares and exercise price adjusted for the Exchange Ratio in accordance with the terms of the Merger Agreement.
/s/ Daniel Kajunski, Attorney-in-Fact
2018-12-13