0001567619-22-022097.txt : 20221229
0001567619-22-022097.hdr.sgml : 20221229
20221229160722
ACCESSION NUMBER: 0001567619-22-022097
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221227
FILED AS OF DATE: 20221229
DATE AS OF CHANGE: 20221229
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Eichorn Laura G.
CENTRAL INDEX KEY: 0001861067
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40604
FILM NUMBER: 221498920
MAIL ADDRESS:
STREET 1: IMAGO BIOSCIENCES, INC.
STREET 2: 329 OYSTER POINT BLVD. 3RD FL
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Imago BioSciences, Inc.
CENTRAL INDEX KEY: 0001623715
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 454915810
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 303 TWIN DOLPHIN DRIVE
STREET 2: 6TH FLOOR
CITY: REDWOOD CITY
STATE: CA
ZIP: 94065
BUSINESS PHONE: (415) 529-5055
MAIL ADDRESS:
STREET 1: 303 TWIN DOLPHIN DRIVE
STREET 2: 6TH FLOOR
CITY: REDWOOD CITY
STATE: CA
ZIP: 94065
4
1
doc1.xml
FORM 4
X0306
4
2022-12-27
0
0001623715
Imago BioSciences, Inc.
IMGO
0001861067
Eichorn Laura G.
C/O IMAGO BIOSCIENCES, INC.
329 OYSTER POINT BLVD, 3RD FLOOR
SOUTH SAN FRANCISCO
CA
94080
0
1
0
0
Chief Financial Officer
Common Stock
2022-12-27
4
M
0
3100
2.52
A
210837
D
Common Stock
2022-12-27
4
S
0
3100
35.9302
D
207737
D
Stock Option (Right to Buy)
2.52
2022-12-27
4
M
0
3100
0
D
2021-01-01
2027-03-28
Common Stock
3100
22950
D
The transaction was executed in multiple trades in prices ranging from $35.93 to $35.935, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
On November 19, 2022, the Issuer entered into an Agreement and Plan of Merger, by and among the Issuer, Merck Sharpe & Dohme LLC and M-Inspire Merger Sub, Inc., providing for the merger of M-Inspire Merger Sub, Inc. with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Merck Sharpe & Dohme LLC. In connection with the Merger, to mitigate the potential impact of Section 280G and Section 4999 of the Internal Revenue Code of 1986, as amended, the Reporting Person entered into the transactions disclosed on this Form 4.
/s/ Hugh Rienhoff, as Attorney-in-fact for Laura Eichorn
2022-12-29