0001209191-21-010362.txt : 20210212 0001209191-21-010362.hdr.sgml : 20210212 20210212175627 ACCESSION NUMBER: 0001209191-21-010362 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210210 FILED AS OF DATE: 20210212 DATE AS OF CHANGE: 20210212 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VERNON W ANTHONY CENTRAL INDEX KEY: 0001369091 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21630371 MAIL ADDRESS: STREET 1: C/O AXOVANT SCIENCES, INC. STREET 2: 320 WEST 37TH STREET CITY: NEW YORK STATE: NY ZIP: 10018 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nuvation Bio Inc. CENTRAL INDEX KEY: 0001811063 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 850862255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET, FLOOR 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 754-3517 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET, FLOOR 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 FORMER COMPANY: FORMER CONFORMED NAME: Panacea Acquisition Corp DATE OF NAME CHANGE: 20200430 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-02-10 0 0001811063 Nuvation Bio Inc. NUVB 0001369091 VERNON W ANTHONY C/O NUVATION BIO INC. 1500 BROADWAY, SUITE 1401 NEW YORK NY 10036 1 0 0 0 Class A Common Stock 2020-02-10 4 A 0 254100 A 254100 D Class A Common Stock 2020-02-10 4 A 0 50000 10.00 A 304100 D Stock Option (Right to Buy) 4.60 2021-02-10 4 A 0 51703 A 2030-10-04 Class A Common Stock 51703 51703 D Stock Option (Right to Buy) 1.74 2021-02-10 4 A 0 187658 A 2030-01-21 Class A Common Stock 187658 187658 D Received pursuant to the Agreement and Plan of Merger, dated as of October 20, 2020, by and among Panacea Acquisition Corp. ("Panacea") and Panacea Merger Subsidiary Corp., a direct, wholly-owned subsidiary of Panacea ("Merger Sub"), and Nuvation Bio Inc. ("Legacy Nuvation") pursuant to which, as a result of a merger between Legacy Nuvation and Merger Sub, Legacy Nuvation became a direct, wholly-owned subsidiary of Panacea, which subsequently changed its name to Nuvation Bio Inc. (the "Issuer"). On October 20, 2020, the Issuer entered into subscription agreements (the "Subscription Agreements") with certain investors (the "PIPE Investors") pursuant to which such investors agreed to purchase, immediately prior to the closing of the Business Combination, as defined herein, an aggregate of $476,550,000 of the Issuer's shares of Class A Common Stock at a price of $10.00 per share, or an aggregate of 47,655,000 shares of Class A Common Stock. The Reporting Person is among the PIPE Investors. Options vest in 48 equal monthly installments from October 5, 2020. Received in exchange for an option to purchase 51,703 shares of Legacy Nuvation Class A Common Stock. Options vest in 48 equal monthly installments from July 17, 2019. Received in exchange for an option to purchase 187,658 shares of Legacy Nuvation Class A Common Stock. W. Anthony Vernon, by /s/ Ron A. Metzger, Attorney-in-Fact 2021-02-12