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