0000899243-16-028310.txt : 20160831 0000899243-16-028310.hdr.sgml : 20160831 20160831182336 ACCESSION NUMBER: 0000899243-16-028310 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160829 FILED AS OF DATE: 20160831 DATE AS OF CHANGE: 20160831 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sagent Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001369786 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1901 NORTH ROSELLE ROAD, SUITE 700 CITY: SCHAUMBURG STATE: IL ZIP: 60195 BUSINESS PHONE: 847-908-1604 MAIL ADDRESS: STREET 1: 1901 NORTH ROSELLE ROAD, SUITE 700 CITY: SCHAUMBURG STATE: IL ZIP: 60195 FORMER COMPANY: FORMER CONFORMED NAME: Sagent Holding Co. DATE OF NAME CHANGE: 20090529 FORMER COMPANY: FORMER CONFORMED NAME: NHS PHARMACEUTICALS DATE OF NAME CHANGE: 20060720 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Behrens Mary Taylor CENTRAL INDEX KEY: 0001309855 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35144 FILM NUMBER: 161864186 MAIL ADDRESS: STREET 1: C/O SAGENT PHARMACEUTICALS, INC. STREET 2: 1901 NORTH ROSELLE ROAD, SUITE 700 CITY: SCHAUMBURG STATE: IL ZIP: 60195 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-08-29 1 0001369786 Sagent Pharmaceuticals, Inc. SGNT 0001309855 Behrens Mary Taylor C/O SAGENT PHARMACEUTICALS, INC. 1901 NORTH ROSELLE ROAD, SUITE 700 SCHAUMBURG IL 60195 1 0 0 0 Common Stock 2016-08-29 4 U 0 7097 21.75 D 0 D Restricted Stock Units 2016-08-29 4 D 0 8556 21.75 D Common Stock 8556 0 D Restricted Stock Units 2016-08-29 4 D 0 691 21.75 D Common Stock 691 0 D Restricted Stock Units 2016-08-29 4 D 0 1381 21.75 D Common Stock 1381 0 D Restricted Stock Units 2016-08-29 4 D 0 1860 21.75 D Common Stock 1860 0 D Restricted Stock Units 2016-08-29 4 D 0 760 21.75 D Common Stock 760 0 D Stock Option to Buy 11.60 2016-08-29 4 D 0 6379 10.15 D 2020-12-02 Common Stock 6379 0 D Pursuant to the Agreement and Plan of Merger by and among Nichi-Iko Pharmaceutical Co. Ltd., Shepard Vision, Inc. and Sagent Pharmaceuticals, Inc. (the "Merger Agreement"), these shares were disposed of in a cash tender offer by Shepard Vision, Inc. to acquire common stock of Sagent Pharmaceuticals, Inc. in exchange for $21.75 per share in cash, without interest, less any applicable withholding taxes (the "Consideration"). Each restricted stock unit represents a contingent right to receive one share of SGNT common stock. The restricted stock units provided for vesting on February 22, 2017. Each restricted stock unit was disposed pursuant to the Merger Agreement whereby each such restricted stock unit was cancelled and converted into the right to receive the Consideration. The restricted stock units provided for vesting in four equal annual installments beginning on April 9, 2016. The restricted stock units provided for vesting in four equal annual installments beginning on February 25, 2016. The restricted stock units provided for vesting in four equal annual installments beginning on February 18, 2015. The restricted stock units provided for vesting in four equal annual installments beginning on February 21, 2014. Represents the disposition of options, which provided for vesting in four equal installments beginning December 2, 2011. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $10.15 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the Consideration. /s/ Mary Taylor Behrens 2016-08-31