0000899243-21-039749.txt : 20211008 0000899243-21-039749.hdr.sgml : 20211008 20211008182941 ACCESSION NUMBER: 0000899243-21-039749 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211005 FILED AS OF DATE: 20211008 DATE AS OF CHANGE: 20211008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JOHNSON JOHN CENTRAL INDEX KEY: 0001410781 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40880 FILM NUMBER: 211316300 MAIL ADDRESS: STREET 1: DENDREON CORPORATION STREET 2: 1301 2ND AVENUE CITY: SEATTLE STATE: WA ZIP: 98101 FORMER NAME: FORMER CONFORMED NAME: Johnson John H DATE OF NAME CHANGE: 20070827 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Xeris Biopharma Holdings, Inc. CENTRAL INDEX KEY: 0001867096 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 180 N. LASALLE STREET, SUITE 1600 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 844-445-5704 MAIL ADDRESS: STREET 1: 180 N. LASALLE STREET, SUITE 1600 CITY: CHICAGO STATE: IL ZIP: 60601 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2021-10-05 2021-10-05 0 0001867096 Xeris Biopharma Holdings, Inc. XERS 0001410781 JOHNSON JOHN C/O XERIS BIOPHARMA HOLDINGS, INC. 180 N. LASALLE STREET, SUITE 1600 CHICAGO IL 60601 1 0 0 0 Common Stock 2021-10-05 4 A 0 478312 A 478312 D Stock Option (Right to Buy) 22.39 2021-10-05 4 A 0 10367 A 2025-10-16 Common Stock 10367 10367 D Stock Option (Right to Buy) 7.02 2021-10-05 4 A 0 31360 A 2026-05-12 Common Stock 31360 31360 D Stock Option (Right to Buy) 5.62 2021-10-05 4 A 0 31360 A 2027-05-11 Common Stock 31360 31360 D Stock Option (Right to Buy) 9.89 2021-10-05 4 A 0 31360 A 2028-05-15 Common Stock 31360 31360 D Stock Option (Right to Buy) 1.99 2021-10-05 4 A 0 215600 A 2029-11-14 Common Stock 215600 215600 D Stock Option (Right to Buy) 2.43 2021-10-05 4 A 0 68600 A 2030-04-08 Common Stock 68600 68600 D Stock Option (Right to Buy) 2.37 2021-10-05 4 A 0 19650 2.37 A 2031-10-05 Common Stock 19650 19650 D On October 5, 2021, pursuant to the transaction agreement dated as of May 24, 2021 ("Transaction Agreement") by and among Xeris Pharmaceuticals, Inc. ("Xeris"), Strongbridge Biopharma plc ("Strongbridge"), the Issuer ("HoldCo") and Wells MergerSub, Inc., a wholly owned subsidiary of HoldCo ("MergerSub"), HoldCo acquired the entire issued and to be issued ordinary share capital of Strongbridge (the "Acquisition"), and MergerSub merged with and into Xeris, with Xeris continuing as the surviving corporation and wholly owned subsidiary of HoldCo (the "Merger", and together with the Acquisition, the "Transaction"). At the effective time of the Merger (the "Merger Effective Time"), all existing ordinary shares of Strongbridge were cancelled and automatically converted into the right to receive HoldCo common stock on a 0.7840-for-one basis. At the Merger Effective Time, each option to purchase ordinary shares of Strongbridge (the "Strongbridge Option") that was outstanding immediately prior to the Merger Effective Time, whether vested or unvested, was automatically converted into an option to purchase shares of HoldCo common stock (the "HoldCo Option") on a 0.7840-for-one basis, on the same terms and conditions (including any applicable vesting and exercisability requirements) as were applicable to such Strongbridge Option immediately prior to the Merger Effective Time. These options are fully vested as of the date hereof. One third of these options shall vest in equal annual installments until the third anniversary of the date of grant. /s/ Beth Hecht, as Attorney-in-Fact 2021-10-08