0001209191-19-035587.txt : 20190607 0001209191-19-035587.hdr.sgml : 20190607 20190607164154 ACCESSION NUMBER: 0001209191-19-035587 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190607 FILED AS OF DATE: 20190607 DATE AS OF CHANGE: 20190607 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitcup Scott M CENTRAL INDEX KEY: 0001298941 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38217 FILM NUMBER: 19886229 MAIL ADDRESS: STREET 1: 2525 DUPONT DRIVE CITY: IRVINE STATE: CA ZIP: 92612 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nightstar Therapeutics plc CENTRAL INDEX KEY: 0001711675 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O NIGHTSTAR, INC. STREET 2: 203 CRESCENT STREET, SUITE 303 CITY: WALTHAM STATE: MA ZIP: 02453 BUSINESS PHONE: 781-778-7553 MAIL ADDRESS: STREET 1: C/O NIGHTSTAR, INC. STREET 2: 203 CRESCENT STREET, SUITE 303 CITY: WALTHAM STATE: MA ZIP: 02453 FORMER COMPANY: FORMER CONFORMED NAME: Nightstar Therapeutics Ltd DATE OF NAME CHANGE: 20170712 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-06-07 0 0001711675 Nightstar Therapeutics plc NITE 0001298941 Whitcup Scott M C/O NIGHTSTAR, INC. 203 CRESCENT STREET, SUITE 303 WALTHAM MA 02453 1 0 0 0 Ordinary Shares 2019-06-07 4 D 0 74568 25.50 D 0 D Stock Option (Right to Buy) 12.27 2019-06-07 4 D 0 18200 13.23 D 2028-02-27 Ordinary Shares 18200 0 D Stock Option (Right to Buy) 13.57 2019-06-07 4 D 0 21000 11.93 D 2029-01-24 Ordinary Shares 21000 0 D The ordinary shares, nominal value GBP 0.01 per share, of Nightstar Therapeutics plc (the "Issuer") may be represented by American Depositary Shares ("ADSs"). Each ADS represents one ordinary share of the Issuer. In connection with the acquisition by Tungsten Bidco Limited of the entire issued and to be issued share capital of the Issuer on June 7, 2019 by means of a scheme of arrangement under Part 26 of the UK Companies Act 2006, all stock options were cancelled in exchange for a payment equal to $25.50 with respect to each ordinary share subject to the option award, less the applicable exercise price. Represents the payment per share received in exchange for the cancellation of each option of $25.50, less the applicable exercise price. /s/ Bryan Yoon, Attorney-in-Fact 2019-06-07