Shannon John Patrick Jr

SEC source: 0000899243-21-039333 · doc4.xml · derivative · entry 6

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 34,977

Underlying: Common Stock · 34,977 shares

Expires 2028-05-15

F4 · kind: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F4 · price: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F6 · derivative.exercise_date: 25% of these options shall vest on the first anniversary of the vesting commencement date, with the remainder vesting ratably over the following 36 months.

F7 · derivative.exercise_date: These options are early exercisable.

SEC source: 0000899243-21-039333 · doc4.xml · derivative · entry 5

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 28,072

Underlying: Common Stock · 28,072 shares

Expires 2028-01-31

F4 · kind: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F4 · price: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F6 · derivative.exercise_date: 25% of these options shall vest on the first anniversary of the vesting commencement date, with the remainder vesting ratably over the following 36 months.

F7 · derivative.exercise_date: These options are early exercisable.

SEC source: 0000899243-21-039333 · doc4.xml · derivative · entry 4

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,136

Underlying: Common Stock · 25,136 shares

Expires 2027-06-11

F4 · kind: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F4 · price: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F5 · derivative.exercise_date: These options are fully vested as of the date hereof.

SEC source: 0000899243-21-039333 · doc4.xml · derivative · entry 3

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 160,335

Underlying: Common Stock · 160,335 shares

Expires 2027-02-03

F4 · kind: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F4 · price: At the Merger Effective Time, each option to purchase shares of Xeris common stock (the "Xeris 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 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.

F5 · derivative.exercise_date: These options are fully vested as of the date hereof.

SEC source: 0000899243-21-039333 · doc4.xml · nonDerivative · entry 2

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 263,829

F3 · security: Represents restricted stock units each representing a contingent right to receive one share of HoldCo common stock (the "HoldCo RSU"). At the Merger Effective Time, each restricted stock unit representing a contingent right to acquire one share of Xeris common stock (the "Xeris RSU") that was outstanding immediately prior to the Merger Effective Time was automatically converted into a HoldCo RSU on the same terms and conditions (including any applicable vesting and settlement terms) as were applicable to such Xeris RSU immediately prior to the Merger Effective Time, including that the number of shares of HoldCo common stock subject to such HoldCo RSU is equal to the number of shares that were subject to the Xeris RSU.

F3 · kind: Represents restricted stock units each representing a contingent right to receive one share of HoldCo common stock (the "HoldCo RSU"). At the Merger Effective Time, each restricted stock unit representing a contingent right to acquire one share of Xeris common stock (the "Xeris RSU") that was outstanding immediately prior to the Merger Effective Time was automatically converted into a HoldCo RSU on the same terms and conditions (including any applicable vesting and settlement terms) as were applicable to such Xeris RSU immediately prior to the Merger Effective Time, including that the number of shares of HoldCo common stock subject to such HoldCo RSU is equal to the number of shares that were subject to the Xeris RSU.

F3 · price: Represents restricted stock units each representing a contingent right to receive one share of HoldCo common stock (the "HoldCo RSU"). At the Merger Effective Time, each restricted stock unit representing a contingent right to acquire one share of Xeris common stock (the "Xeris RSU") that was outstanding immediately prior to the Merger Effective Time was automatically converted into a HoldCo RSU on the same terms and conditions (including any applicable vesting and settlement terms) as were applicable to such Xeris RSU immediately prior to the Merger Effective Time, including that the number of shares of HoldCo common stock subject to such HoldCo RSU is equal to the number of shares that were subject to the Xeris RSU.

SEC source: 0000899243-21-039333 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 70,496

F1 · kind: 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").

F2 · kind: (Continued from Footnote 1) At the effective time of the Merger (the "Merger Effective Time"), all existing shares of Xeris common stock (the "Xeris common stock") were cancelled and automatically converted into the right to receive HoldCo common stock on a one-for-one basis. This amount includes shares of HoldCo common stock received upon vesting of Xeris restricted stock units that were vested as of the Merger Effective Time, net of shares withheld for tax.

F1 · price: 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").

F2 · price: (Continued from Footnote 1) At the effective time of the Merger (the "Merger Effective Time"), all existing shares of Xeris common stock (the "Xeris common stock") were cancelled and automatically converted into the right to receive HoldCo common stock on a one-for-one basis. This amount includes shares of HoldCo common stock received upon vesting of Xeris restricted stock units that were vested as of the Merger Effective Time, net of shares withheld for tax.

SEC source: 0001346302-21-000014 · wf-form4_161221443653827.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 271,224

F1 · shares: These shares were acquired pursuant to a restricted stock unit award under the Company's 2018 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. These restricted stock units vest in three substantially equal annual installments beginning on January 29, 2022.

SEC source: 0000899243-20-023069 · doc4.xml · derivative · entry 2

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,000

Underlying: Common Stock · 100,000 shares

Expires 2030-08-18

F1 · derivative.exercise_date: 25% of these shares shall vest on the first anniversary of the vesting commencement date, with the remainder vesting ratably over the following 36 months, in all cases subject to Mr. Shannon's continuous service to the company through each vesting date.

SEC source: 0000899243-20-019179 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 121,224

F1 · security: These shares were purchased due to participation by the reporting individual in the issuer's 2018 Employee Stock Purchase Plan ("ESPP"). It pertains to the ESPP purchase period from January 1, 2020 through June 30, 2020.

F2 · price: In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on June 30, 2020.

SEC source: 0000899243-20-013088 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 117,493

F1 · price: The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.44 to $3.61, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.

SEC source: 0000899243-20-012625 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 95,493

F1 · price: The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.18 to $3.20, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.

SEC source: 0000899243-20-004914 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,607

F1 · kind: Represents shares purchased in an underwritten public offering of the Issuer at the public offering price of $4.15 per share.

SEC source: 0000899243-20-006514 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 87,607

F1 · shares: These shares were acquired pursuant to a restricted stock unit award under the Company's 2018 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. These restricted stock units vest in three substantially equal annual installments beginning on January 31, 2021.

SEC source: 0000899243-20-000614 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,559

F1 · security: These shares were purchased due to participation by the reporting individual in the issuer's 2018 Employee Stock Purchase Plan ("ESPP"). It pertains to the ESPP purchase period from July 1, 2019 through December 31, 2019.

F2 · price: In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on December 31, 2019.

SEC source: 0000899243-19-019198 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,121

F1 · security: These shares were purchased due to participation by the reporting individual in the issuer's 2018 Employee Stock Purchase Plan ("ESPP"). It pertains to the ESPP purchase period from January 1, 2019 through June 30, 2019.

F2 · price: In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on June 28, 2019.

SEC source: 0000899243-19-002323 · doc4.xml · derivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 80,000

Underlying: Common Stock · 80,000 shares

Expires 2029-01-31

F1 · derivative.exercise_date: 25% of these shares shall vest on the first anniversary of the vesting commencement date, with the remainder vesting ratably over the following 36 months.

SEC source: 0000899243-18-018502 · doc4.xml · derivative · entry 2

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 8,983 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each share of Preferred Stock automatically converted into Common Stock, for no additional payment or consideration, on a 1.78112-for-1 basis at the closing of the Issuer's initial public offering on June 25, 2018 and had no expiration date.

F1 · price: Each share of Preferred Stock automatically converted into Common Stock, for no additional payment or consideration, on a 1.78112-for-1 basis at the closing of the Issuer's initial public offering on June 25, 2018 and had no expiration date.

F1 · derivative.exercise_date: Each share of Preferred Stock automatically converted into Common Stock, for no additional payment or consideration, on a 1.78112-for-1 basis at the closing of the Issuer's initial public offering on June 25, 2018 and had no expiration date.

F1 · derivative.expiration_date: Each share of Preferred Stock automatically converted into Common Stock, for no additional payment or consideration, on a 1.78112-for-1 basis at the closing of the Issuer's initial public offering on June 25, 2018 and had no expiration date.

SEC source: 0000899243-18-018502 · doc4.xml · nonDerivative · entry 1

Shannon John Patrick Jr · CIK 0001553595 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,983

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each share of Preferred Stock automatically converted into Common Stock, for no additional payment or consideration, on a 1.78112-for-1 basis at the closing of the Issuer's initial public offering on June 25, 2018 and had no expiration date.