0001209191-20-035849.txt : 20200611 0001209191-20-035849.hdr.sgml : 20200611 20200611134033 ACCESSION NUMBER: 0001209191-20-035849 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200109 FILED AS OF DATE: 20200611 DATE AS OF CHANGE: 20200611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Solomon Michael Edward CENTRAL INDEX KEY: 0001799320 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36694 FILM NUMBER: 20956828 MAIL ADDRESS: STREET 1: C/O ARTARA THERAPEUTICS, INC. STREET 2: 1 LITTLE WEST 12TH STREET CITY: NEW YORK STATE: NY ZIP: 10014 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Protara Therapeutics, Inc. CENTRAL INDEX KEY: 0001359931 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 204580525 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 LITTLE WEST 12TH STREET CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 646-844-0337 MAIL ADDRESS: STREET 1: 1 LITTLE WEST 12TH STREET CITY: NEW YORK STATE: NY ZIP: 10014 FORMER COMPANY: FORMER CONFORMED NAME: ArTara Therapeutics, Inc. DATE OF NAME CHANGE: 20200110 FORMER COMPANY: FORMER CONFORMED NAME: PROTEON THERAPEUTICS INC DATE OF NAME CHANGE: 20060420 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2020-01-09 2020-01-13 0 0001359931 Protara Therapeutics, Inc. TARA 0001799320 Solomon Michael Edward C/O PROTARA THERAPEUTICS, INC. 1 LITTLE WEST 12TH STREET NEW YORK NY 10014 1 0 0 0 Common Stock 2020-01-10 4 A 0 26500 0.00 A 26500 D Stock Option (Right to Buy) 9.18 2020-01-09 4 A 0 2861 A 2028-07-11 Common Stock 2861 2861 D Stock Option (Right to Buy) 9.18 2020-01-09 4 A 0 6676 A 2028-12-03 Common Stock 6676 6676 D The shares being reported are being issued pursuant to restricted stock unit awards ("RSUs"), each one of which represents a contingent right to receive one share of the Issuer's common stock. 3/24th of the shares were vested upon grant and 1/24th of the shares vest monthly thereafter, beginning on February 10, 2020. Settlement for the RSUs is deferred until the earliest to occur of (i) the Reporting Person's termination of service, (ii) death, (iii) disability and (iv) a change in control of the Issuer. In the event of a change in control of the Issuer, the RSUs will vest in full. On September 23, 2019, the Issuer entered into an Agreement and Plan of Merger and Reorganization (the "Merger Agreement") as amended on November 19, 2019, with the Issuer, REM 1 Acquisition, Inc. ("Merger Sub") and ArTara Subsidiary, Inc. ("ArTara Sub"). On January 9, 2020 (the "Effective Time"), Merger Sub was merged with and into ArTara Sub, with ArTara Sub surviving as a wholly owned subsidiary of the Issuer. One hundred nineteen (119) of the Option Shares shall vest as of the date of the grant, and the remaining Option Shares shall vest in forty six (46) approximately equal increments of fifty nine (59) whole Option Shares beginning on the first day of the first calendar month following the Date of Grant and then on the first day of each of the next forty five (45) months thereafter (each a "Vesting Date"), if the Reporting Person has remained continuously engaged by the Issuer or any Affiliate through such Vesting Date; provided that, on the last such Vesting Date (being May 1, 2022), all of the Option Shares which had not vested by then (being not less than 64 Option Shares) will vest and become exercisable, and that the vesting of all then unvested Option Shares shall be accelerated upon a Change of Control. Received in the Merger in exchange for a stock option to acquire 15,000 shares of ArTara Sub common stock for $1.75 per share. The shares subject to this option shall vest in forty eight (48) approximately equal increments of one hundred thirty nine (139) whole Option Shares beginning on the first day of the first calendar month following December 4, 2018, and then on the first day of each of the next forty seven (47) months thereafter (each a "Vesting Date"), if Reporting Person has remained continuously engaged by the Issuer or any Affiliate through such Vesting Date; provided that, on the last such Vesting Date (being December 1, 2022), all of the Option Shares which had not vested by then (being not less than 139 Option Shares) will vest and become exercisable. Received in the Merger in exchange for a stock option to acquire 35,000 shares of ArTara Sub common stock for $1.75 per share. /s/ Jesse Shefferman, Attorney-in-fact 2020-06-10