0001209191-19-023688.txt : 20190404
0001209191-19-023688.hdr.sgml : 20190404
20190404171649
ACCESSION NUMBER: 0001209191-19-023688
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190402
FILED AS OF DATE: 20190404
DATE AS OF CHANGE: 20190404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Yurasov Sergey
CENTRAL INDEX KEY: 0001686295
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36561
FILM NUMBER: 19732918
MAIL ADDRESS:
STREET 1: C/O IMMUNE DESIGN CORP.
STREET 2: 1616 EASTLAKE AVE. E., SUITE 310
CITY: SEATTLE
STATE: WA
ZIP: 98102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IMMUNE DESIGN CORP.
CENTRAL INDEX KEY: 0001437786
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 262007174
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1616 EASTLAKE AVENUE E.
STREET 2: SUITE 310
CITY: SEATTLE
STATE: WA
ZIP: 98102
BUSINESS PHONE: (650) 392-8350
MAIL ADDRESS:
STREET 1: 601 GATEWAY BOULEVARD
STREET 2: SUITE 250
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
FORMER COMPANY:
FORMER CONFORMED NAME: Immune Design Corp.
DATE OF NAME CHANGE: 20090702
FORMER COMPANY:
FORMER CONFORMED NAME: VACCSYS INC
DATE OF NAME CHANGE: 20080617
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-04-02
0
0001437786
IMMUNE DESIGN CORP.
IMDZ
0001686295
Yurasov Sergey
C/O IMMUNE DESIGN CORP.
1616 EASTLAKE AVE. E., SUITE 310
SEATTLE
WA
98102
0
1
0
0
Sr. VP, Clinic. Devel. & CMO
Common Stock
2019-04-02
4
D
0
6136
5.85
D
0
D
Restricted Stock Units
0.00
2019-04-02
4
D
0
72620
D
Common Stock
72620
0
D
Stock Option (Rt to Buy)
4.05
2019-04-02
4
D
0
110000
D
Common Stock
110000
0
D
Stock Option (Rt to Buy)
4.40
2019-04-02
4
D
0
113335
D
Common Stock
113335
0
D
Stock Option (Rt to Buy)
1.31
2019-04-02
4
D
0
110000
D
Common Stock
110000
0
D
Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated February 20, 2019, by and among the Immune
Design Corp. (the "Issuer"), Merck Sharp & Dohme Corp., a New Jersey corporation ("Parent") and Cascade Merger Sub Inc., a Delaware
corporation ("Purchaser"), on April 2, 2019, Purchaser merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving
corporation and a wholly owned subsidiary of Parent. In connection with the Merger, the Issuer's common stock were cancelled and converted into the right to
receive $5.85 in cash per share, less any required withholding, subject to the terms and conditions of the Merger Agreement ("Merger
Consideration").
Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, each of these unvested restricted stock units vested
automatically in accordance with their terms and were cancelled and automatically converted into the right to receive the Merger Consideration in
respect of each share of Issuer common stock underlying such awards.
Not Applicable.
Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, each of these stock options accelerated and became fully vested and converted into the right to receive cash in the amount equal to the product of (i) the total number of Shares subject to the such stock option immediately prior to the Effective Time, multiplied by (ii) the excess, if any, of (x) the Merger Consideration over (y) the exercise price payable per share.
/s/ Stephen R. Brady, Attorney-In-Fact
2019-04-04