Form 4 for BHVN Biohaven Ltd.
Accepted 2022-10-05 00:00:00 ET · period of report 2022-10-03 · accession 0001562180-22-007078 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2022-10-05 | 2022-10-03 | BHVN | CHILDS JOHN W | Dir | M - OptEx | $4.08 | +10.1K | 1.53M | +0.7% | +$41.3K |
| D | 2022-10-05 | 2022-10-03 | BHVN | CHILDS JOHN W | Dir | F - Tax | $7.50 | -5,507 | 1.52M | -0.4% | -$41.3K |
| D | 2022-10-05 | 2022-10-03 | BHVN | CHILDS JOHN W | Dir | J - Other | $0.00 | +1.52M | 1.52M | New | $0 |
| DM | 2022-10-05 | 2022-10-03 | BHVN | CHILDS JOHN W | Dir | J - Other | — | +10.1K | 4,119 | New | — |
| DM | 2022-10-05 | 2022-10-03 | BHVN | CHILDS JOHN W | Dir | M - OptEx | $0.00 | -10.1K | 0 | -100% | $0 |
| D | 2022-10-05 | 2022-10-03 | BHVN | CHILDS JOHN W | Dir | A - Grant | $0.00 | +125.0K | 125.0K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Shares | 2022-10-03 | M | A | 4,119 | $4.84 | 1,521,619 | D | — | — | |
| 2 | Common | Common Shares | 2022-10-03 | F | D | 5,507 | $7.50 | 1,522,110 | D | — | — | (F2) These shares were withheld by the Issuer in connection with share settlement to cover the cost of the stock options. |
| 3 | Common | Common Shares | 2022-10-03 | J | A | 1,517,500 | $0.00 | 1,517,500 | D | — | — | (F1) Represents common shares of the Issuer ("Common Shares") acquired by the Reporting Person in a pro rata distribution by Biohaven Pharmaceutical Holding Company Ltd.. ("RemainCo") to holders of its common shares (the "Distribution") pursuant to the Separation and Distribution Agreement (the "Separation Agreement"), dated as of May 9, 2022, by and among RemainCo, the Issuer, and Pfizer Inc. ("Pfizer"). |
| 4 | Common | Common Shares | 2022-10-03 | M | A | 5,998 | $3.56 | 1,527,617 | D | — | — | |
| 5 | Derivative | Stock Options (Right to Buy) | 2022-10-03 | J | A | 5,998 | — | 5,998 | D | $3.56 · — to 2031-05-05 | 5,998 Common Shares | (F3) Effective as of the Distribution, each outstanding option to purchase common shares of RemainCo was adjusted so that such option became an option to acquire Common Shares and an option to acquire RemainCo common shares. As a result, the Reporting Person acquired options to acquire the Issuer's Common Shares in an amount determined in accordance with the Separation Agreement. |
| 6 | Derivative | Stock Options (Right to Buy) | 2022-10-03 | M | D | 4,119 | $0.00 | 0 | D | $4.84 · — to 2032-04-28 | 4,119 Common Shares | (F3) Effective as of the Distribution, each outstanding option to purchase common shares of RemainCo was adjusted so that such option became an option to acquire Common Shares and an option to acquire RemainCo common shares. As a result, the Reporting Person acquired options to acquire the Issuer's Common Shares in an amount determined in accordance with the Separation Agreement. |
| 7 | Derivative | Stock Options (Right to Buy) | 2022-10-03 | J | A | 4,119 | — | 4,119 | D | $4.84 · — to 2032-04-28 | 4,119 Common Shares | (F3) Effective as of the Distribution, each outstanding option to purchase common shares of RemainCo was adjusted so that such option became an option to acquire Common Shares and an option to acquire RemainCo common shares. As a result, the Reporting Person acquired options to acquire the Issuer's Common Shares in an amount determined in accordance with the Separation Agreement. |
| 8 | Derivative | Stock Options (Right to Buy) | 2022-10-03 | A | A | 125,000 | $0.00 | 125,000 | D | $7.00 · — to 2032-10-04 | 125,000 Common Shares | (F4) The shares underlying this option vest in four equal installments on October 3, 2022, 2023, 2024, and 2025, subject to the Reporting Person's continuous service with the Issuer at each vesting date. |
| 9 | Derivative | Stock Options (Right to Buy) | 2022-10-03 | M | D | 5,998 | $0.00 | 0 | D | $3.56 · — to 2031-05-05 | 5,998 Common Shares | (F3) Effective as of the Distribution, each outstanding option to purchase common shares of RemainCo was adjusted so that such option became an option to acquire Common Shares and an option to acquire RemainCo common shares. As a result, the Reporting Person acquired options to acquire the Issuer's Common Shares in an amount determined in accordance with the Separation Agreement. |