0000899243-21-039338.txt : 20211005 0000899243-21-039338.hdr.sgml : 20211005 20211005195032 ACCESSION NUMBER: 0000899243-21-039338 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211005 FILED AS OF DATE: 20211005 DATE AS OF CHANGE: 20211005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BORMANN-KENNEDY BARBARA-JEAN ANNE CENTRAL INDEX KEY: 0001635065 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40880 FILM NUMBER: 211308418 MAIL ADDRESS: STREET 1: 1188 BROADWAY, SUITE 306 CITY: SOMERVILLE STATE: MA ZIP: 02144 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 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-10-05 0 0001867096 Xeris Biopharma Holdings, Inc. XERS 0001635065 BORMANN-KENNEDY BARBARA-JEAN ANNE C/O XERIS BIOPHARMA HOLDINGS, INC. 180 N. LASALLE STREET, SUITE 1600 CHICAGO IL 60601 1 0 0 0 Stock Option (Right to Buy) 12.50 2021-10-05 4 A 0 19650 A 2028-05-15 Common Stock 19650 19650 D Stock Option (Right to Buy) 10.00 2021-10-05 4 A 0 20000 A 2029-02-27 Common Stock 20000 20000 D Stock Option (Right to Buy) 4.68 2021-10-05 4 A 0 11228 A 2030-06-04 Common Stock 11228 11228 D Stock Option (Right to Buy) 3.90 2021-10-05 4 A 0 11228 A 2031-06-08 Common Stock 11228 11228 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"). (Continued from Footnote 1) At the effective time of the Merger (the "Merger Effective Time"), each option to purchase shares of Xeris common stock (the "Xeris Option") that was outstanding immediately prior to the Effective Time, whether vested or unvested, was automatically converted into an option to purchase shares of HoldCo common stock (the "HoldCo Option"), on the same terms and conditions including any applicable vesting and exercisability requirements) as were applicable to such Xeris Option immediately prior to the Merger Effective Time, including that the number of shares of HoldCo common stock subject to the HoldCo Option is equal to the number of shares that were subject to the Xeris Option and the exercise price applicable to the HoldCo Option is the same as applied to the Xeris Option. These options are fully vested as of the date hereof. Such options will vest in full upon the earlier to occur of June 8, 2022 or the date of the Company's next annual meeting of stockholders. /s/ Beth Hecht, as Attorney-in-Fact 2021-10-05