organization · Reporting owner
ELI LILLY & Co
Disclosed activity across 20 companies
Sign in to followReported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| Aktis Oncology, Inc.AKTS · Entity 4711 | 10% owner | January 12, 2026 | January 15, 2026 |
| CYPHERPUNK TECHNOLOGIES INC.LPTX · Entity 6392 | 10% owner | July 30, 2018 | August 13, 2018 |
| CoLucid Pharmaceuticals, Inc.CLCD · Entity 12304 | 10% owner | March 01, 2017 | March 01, 2017 |
| Dare Bioscience, Inc.CERU · Entity 7799 | 10% owner | April 15, 2014 | April 16, 2014 |
| Dermira, Inc.DERM · Entity 11896 | 10% owner | February 20, 2020 | February 20, 2020 |
| IONIS PHARMACEUTICALS INCISIS · Entity 1182 | 10% owner | August 05, 2005 | August 12, 2005 |
| Prevail Therapeutics Inc.PRVL · Entity 11821 | 10% owner | January 22, 2021 | January 22, 2021 |
| Receptos, Inc.RCPT · Entity 12658 | 10% owner | May 08, 2013 | November 21, 2013 |
| Scribe Therapeutics, Inc.SCTX · Entity 5494 | 10% owner | July 23, 2026 | July 24, 2026 |
| Spyre Therapeutics, Inc.AGLE · Entity 2649 | 10% owner | April 12, 2016 | April 14, 2016 |
| TRex Bio, Inc.TRXB · Entity 184308 | 10% owner | October 08, 2026 | October 09, 2026 |
| UNITED THERAPEUTICS CorpUTHR · Entity 664 | 10% owner | July 06, 2011 | July 06, 2011 |
| Zosano Pharma CorpZSAN · Entity 12518 | 10% owner | January 30, 2015 | February 09, 2015 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
Aktis Oncology, Inc.
Report date January 12, 2026 · Filed January 15, 2026
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 6,344,114 |
Reported balance
Holding disclosure · report date 2026-01-12 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 6,344,114 |
CYPHERPUNK TECHNOLOGIES INC.
Report date July 30, 2018 · Filed August 13, 2018
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Warrant (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $6.09 · Expires 2024-11-14 | Direct | 331,221 |
Reported balance
After 2018-07-30 transaction · row 1
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 1 · 2018-07-30 · Grant · Acquired 331,221 · Balance 331,221 |
CoLucid Pharmaceuticals, Inc.
Report date March 01, 2017 · Filed March 01, 2017
Jointly reported with ProCar Acquisition Corp
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common Stock, par value $0.001SEC Table I · non-derivative | Direct | 100 |
Reported balance
After 2017-03-01 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2017-03-01 · Other · Acquired 19,285,108 · Balance 100 F1: On March 1, 2017, Eli Lilly and Company ("Parent") and ProCar Acquisition Corporation ("Merger Sub") completed the transactions contemplated by the Agreement and Plan of Merger, dated as of January 17, 2017, by and among CoLucid Pharmaceuticals, Inc. (the "Issuer"), Parent and Merger Sub (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent (the "Surviving Corporation"). At the effective time of the Merger, the outstanding shares of common stock of Merger Sub were converted into and became shares of the Surviving Corporation. |
Filing footnotes · ownership attribution and instrument terms
F1: On March 1, 2017, Eli Lilly and Company ("Parent") and ProCar Acquisition Corporation ("Merger Sub") completed the transactions contemplated by the Agreement and Plan of Merger, dated as of January 17, 2017, by and among CoLucid Pharmaceuticals, Inc. (the "Issuer"), Parent and Merger Sub (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent (the "Surviving Corporation"). At the effective time of the Merger, the outstanding shares of common stock of Merger Sub were converted into and became shares of the Surviving Corporation.
Dare Bioscience, Inc.
Report date April 15, 2014 · Filed April 16, 2014
Jointly reported with Lilly Ventures Fund I LLC
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee footnote | 2,356,227 |
Last balance in matching sequence
After 2014-04-15 transaction · row 5
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
5 source rowsRow 1 · 2014-04-15 · Conversion · Acquired 931,485 · Balance 931,485 F1: In connection with the completion of the Company's initial public offering, each share of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock converted automatically into Common Stock on a 0.0689-for-1 basis into the number of shares of Common Stock listed in Table I, column 5 and Table II, column 7 without payment of further consideration. Neither the Series C Convertible Preferred Stock nor the Series D Convertible Preferred Stock had an expiration date. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. Row 2 · 2014-04-15 · Conversion · Acquired 299,213 · Balance 1,230,698 F1: In connection with the completion of the Company's initial public offering, each share of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock converted automatically into Common Stock on a 0.0689-for-1 basis into the number of shares of Common Stock listed in Table I, column 5 and Table II, column 7 without payment of further consideration. Neither the Series C Convertible Preferred Stock nor the Series D Convertible Preferred Stock had an expiration date. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. Row 3 · 2014-04-15 · Conversion · Acquired 192,209 · Balance 1,422,907 F3: Represents the number of shares of Common Stock issued upon conversion of all principal and accrued interest on the 7% Convertible Promissory Notes issued on August 13, 2013 through April 15, 2014, at a conversion price of $7.00 per share of Common Stock, which was the initial public offering price. The Notes had no expiration date and were exercisable any time after August 15, 2014 at the holder's election or automatically upon a qualified financing. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. Row 4 · 2014-04-15 · Conversion · Acquired 199,875 · Balance 1,622,782 F4: Represents the number of shares of Common Stock issuable upon conversion of all principal and accrued interest on the 7% Convertible Promissory Notes issued on February 18, 2014 through April 15, 2014, at a conversion price equal to $5.43 per share of Common Stock, which was equal to 77.5% of the Company's initial public offering price. The Notes had no expiration date and were exercisable any time after February 26, 2015 at the holder's election or automatically upon a qualified financing. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. Row 5 · 2014-04-15 · Purchase · Acquired 733,445 · Balance 2,356,227 F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
| Series C Convertible Preferred StockSEC Table II · derivative / convertible security | IndirectSee footnote | 0 |
Reported balance
After 2014-04-15 transaction · row 6
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 6 · 2014-04-15 · Conversion · Disposed 13,513,513 · Balance 0 F1: In connection with the completion of the Company's initial public offering, each share of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock converted automatically into Common Stock on a 0.0689-for-1 basis into the number of shares of Common Stock listed in Table I, column 5 and Table II, column 7 without payment of further consideration. Neither the Series C Convertible Preferred Stock nor the Series D Convertible Preferred Stock had an expiration date. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
| Series D Convertible Preferred StockSEC Table II · derivative / convertible security | IndirectSee footnote | 0 |
Reported balance
After 2014-04-15 transaction · row 7
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 7 · 2014-04-15 · Conversion · Disposed 4,340,831 · Balance 0 F1: In connection with the completion of the Company's initial public offering, each share of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock converted automatically into Common Stock on a 0.0689-for-1 basis into the number of shares of Common Stock listed in Table I, column 5 and Table II, column 7 without payment of further consideration. Neither the Series C Convertible Preferred Stock nor the Series D Convertible Preferred Stock had an expiration date. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
| 7% Convertible Promissory NotesSEC Table II · derivative / convertible security · Conversion / exercise price $7.00 | IndirectSee footnote | 0 |
Reported balance
After 2014-04-15 transaction · row 8
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 8 · 2014-04-15 · Conversion · Disposed Not disclosed · Balance 0 F3: Represents the number of shares of Common Stock issued upon conversion of all principal and accrued interest on the 7% Convertible Promissory Notes issued on August 13, 2013 through April 15, 2014, at a conversion price of $7.00 per share of Common Stock, which was the initial public offering price. The Notes had no expiration date and were exercisable any time after August 15, 2014 at the holder's election or automatically upon a qualified financing. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
| 7% Convertible Promissory NotesSEC Table II · derivative / convertible security · Conversion / exercise price $5.43 | IndirectSee footnote | 0 |
Reported balance
After 2014-04-15 transaction · row 9
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 9 · 2014-04-15 · Conversion · Disposed Not disclosed · Balance 0 F4: Represents the number of shares of Common Stock issuable upon conversion of all principal and accrued interest on the 7% Convertible Promissory Notes issued on February 18, 2014 through April 15, 2014, at a conversion price equal to $5.43 per share of Common Stock, which was equal to 77.5% of the Company's initial public offering price. The Notes had no expiration date and were exercisable any time after February 26, 2015 at the holder's election or automatically upon a qualified financing. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
Filing footnotes · ownership attribution and instrument terms
F1: In connection with the completion of the Company's initial public offering, each share of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock converted automatically into Common Stock on a 0.0689-for-1 basis into the number of shares of Common Stock listed in Table I, column 5 and Table II, column 7 without payment of further consideration. Neither the Series C Convertible Preferred Stock nor the Series D Convertible Preferred Stock had an expiration date.
F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund.
F3: Represents the number of shares of Common Stock issued upon conversion of all principal and accrued interest on the 7% Convertible Promissory Notes issued on August 13, 2013 through April 15, 2014, at a conversion price of $7.00 per share of Common Stock, which was the initial public offering price. The Notes had no expiration date and were exercisable any time after August 15, 2014 at the holder's election or automatically upon a qualified financing.
F4: Represents the number of shares of Common Stock issuable upon conversion of all principal and accrued interest on the 7% Convertible Promissory Notes issued on February 18, 2014 through April 15, 2014, at a conversion price equal to $5.43 per share of Common Stock, which was equal to 77.5% of the Company's initial public offering price. The Notes had no expiration date and were exercisable any time after February 26, 2015 at the holder's election or automatically upon a qualified financing.
Dermira, Inc.
Report date February 20, 2020 · Filed February 20, 2020
Jointly reported with Bald Eagle Acquisition Corp
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 100 |
Reported balance
After 2020-02-20 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2020-02-20 · Purchase · Acquired 40,926,025 · Balance 100 F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Bald Eagle Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of January 10, 2020 (the "Merger Agreement"), with Dermira, Inc. (the "Issuer"), pursuant to which Purchaser commenced a cash tender offer (as amended from time to time in accordance with the terms of the Merger Agreement, the "Offer") to purchase all the outstanding shares of common stock, par value $0.001 per share, of the Issuer ("Issuer Common Stock"), at a price per share of Issuer Common Stock of $18.75 (such amount or, as the Offer is amended in accordance with the terms of the Merger Agreement and a different amount per share is paid pursuant to the Offer, such different amount, the "Offer Price"), net to the seller in cash, without interest, on the terms and subject to the conditions set forth in the Merger Agreement. As a result of the Offer, Purchaser acquired 40,926,025 shares of Issuer Common Stock. F2: Reflects all of the outstanding shares of the Issuer not tendered in the Offer, which may be deemed to have been acquired by Lilly and Purchaser pursuant to the consummation of the transactions contemplated by the Merger Agreement. F3: Effective on February 20, 2020, Purchaser was merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned subsidiary of Lilly (the "Merger"). As a result of the Merger, all of the outstanding shares of Issuer Common Stock (other than those owned by Lilly or Purchaser) were cancelled and converted into the right to receive the merger consideration under the Merger Agreement. Following and as a result of the Merger, Lilly owned 100 shares of Issuer Common Stock, which represents all of the outstanding shares of common stock of the Issuer. |
Filing footnotes · ownership attribution and instrument terms
F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Bald Eagle Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of January 10, 2020 (the "Merger Agreement"), with Dermira, Inc. (the "Issuer"), pursuant to which Purchaser commenced a cash tender offer (as amended from time to time in accordance with the terms of the Merger Agreement, the "Offer") to purchase all the outstanding shares of common stock, par value $0.001 per share, of the Issuer ("Issuer Common Stock"), at a price per share of Issuer Common Stock of $18.75 (such amount or, as the Offer is amended in accordance with the terms of the Merger Agreement and a different amount per share is paid pursuant to the Offer, such different amount, the "Offer Price"), net to the seller in cash, without interest, on the terms and subject to the conditions set forth in the Merger Agreement. As a result of the Offer, Purchaser acquired 40,926,025 shares of Issuer Common Stock.
F2: Reflects all of the outstanding shares of the Issuer not tendered in the Offer, which may be deemed to have been acquired by Lilly and Purchaser pursuant to the consummation of the transactions contemplated by the Merger Agreement.
F3: Effective on February 20, 2020, Purchaser was merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned subsidiary of Lilly (the "Merger"). As a result of the Merger, all of the outstanding shares of Issuer Common Stock (other than those owned by Lilly or Purchaser) were cancelled and converted into the right to receive the merger consideration under the Merger Agreement. Following and as a result of the Merger, Lilly owned 100 shares of Issuer Common Stock, which represents all of the outstanding shares of common stock of the Issuer.
IONIS PHARMACEUTICALS INC
Report date August 05, 2005 · Filed August 12, 2005
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 2,500,000 |
Reported balance
Holding disclosure · report date 2005-08-05 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 2,500,000 |
Prevail Therapeutics Inc.
Report date January 22, 2021 · Filed January 22, 2021
Jointly reported with Tyto Acquisition Corp
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 100 |
Reported balance
After 2021-01-22 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2021-01-22 · Purchase · Acquired 34,284,789 · Balance 100 F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Tyto Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of December 14, 2020 (the "Merger Agreement"), with Prevail Therapeutics Inc. (the "Issuer"), pursuant to which Purchaser commenced a cash tender offer (as amended from time to time in accordance with the terms of the Merger Agreement, the "Offer") to purchase all the outstanding shares of common stock, par value $0.0001 per share, of the Issuer ("Issuer Common Stock"), at a price per share of Issuer Common Stock of (a) $22.50 per Share, net to the seller in cash, without interest and less any applicable tax withholding, plus (b) one non-tradable contingent value right (a "CVR"), F2: (continued from footnote 1) which CVR represents the contractual right to receive a contingent payment of up to $4.00 per share, net to the seller in cash, without interest, which amount (or such lesser amount as determined in accordance with the terms and conditions of such contingent value right) will become payable, if at all, if a specified milestone is achieved prior to December 1, 2028, on the terms and subject to the conditions set forth in the Merger Agreement. F3: As of one minute after 11:59 PM, Eastern time, on January 21, 2021, when the Offer expired, approximately 27,374,689 Shares were validly tendered and not validly withdrawn in accordance with the terms of the Offer. On January 22, 2021, Purchaser accepted for payment, and expects to as soon as practicable pay for, all Shares validly tendered and not validly withdrawn prior to the expiration of the Offer. Pursuant to the Merger Agreement, on January 22, 2021, Purchaser merged with and into the Issuer pursuant to Section 251(h) of the General Corporation Law of the State of Delaware and without any stockholder vote, with Issuer surviving as a wholly-owned subsidiary of Lilly (the "Merger"). F4: At the effective time of the Merger (the "Effective Time"), and as a result of the Merger, all outstanding shares of capital stock of Purchaser issued and outstanding immediately prior to the Effective Time were converted into an aggregate of 100 shares of newly and validly issued, fully paid and non-assessable shares of common stock of Issuer, as the surviving corporation. Consequently, following the consummation of the Merger on January 22, 2021, Lilly became the owner of 100 shares of common stock of Issuer, representing the only outstanding capital of Issuer. |
Filing footnotes · ownership attribution and instrument terms
F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Tyto Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of December 14, 2020 (the "Merger Agreement"), with Prevail Therapeutics Inc. (the "Issuer"), pursuant to which Purchaser commenced a cash tender offer (as amended from time to time in accordance with the terms of the Merger Agreement, the "Offer") to purchase all the outstanding shares of common stock, par value $0.0001 per share, of the Issuer ("Issuer Common Stock"), at a price per share of Issuer Common Stock of (a) $22.50 per Share, net to the seller in cash, without interest and less any applicable tax withholding, plus (b) one non-tradable contingent value right (a "CVR"),
F2: (continued from footnote 1) which CVR represents the contractual right to receive a contingent payment of up to $4.00 per share, net to the seller in cash, without interest, which amount (or such lesser amount as determined in accordance with the terms and conditions of such contingent value right) will become payable, if at all, if a specified milestone is achieved prior to December 1, 2028, on the terms and subject to the conditions set forth in the Merger Agreement.
F3: As of one minute after 11:59 PM, Eastern time, on January 21, 2021, when the Offer expired, approximately 27,374,689 Shares were validly tendered and not validly withdrawn in accordance with the terms of the Offer. On January 22, 2021, Purchaser accepted for payment, and expects to as soon as practicable pay for, all Shares validly tendered and not validly withdrawn prior to the expiration of the Offer. Pursuant to the Merger Agreement, on January 22, 2021, Purchaser merged with and into the Issuer pursuant to Section 251(h) of the General Corporation Law of the State of Delaware and without any stockholder vote, with Issuer surviving as a wholly-owned subsidiary of Lilly (the "Merger").
F4: At the effective time of the Merger (the "Effective Time"), and as a result of the Merger, all outstanding shares of capital stock of Purchaser issued and outstanding immediately prior to the Effective Time were converted into an aggregate of 100 shares of newly and validly issued, fully paid and non-assessable shares of common stock of Issuer, as the surviving corporation. Consequently, following the consummation of the Merger on January 22, 2021, Lilly became the owner of 100 shares of common stock of Issuer, representing the only outstanding capital of Issuer.
Receptos, Inc.
Report date May 08, 2013 · Filed November 21, 2013 · Amendment
Jointly reported with Lilly Ventures Fund I LLC, Torres S. Edward
Amendment: balances below belong to this corrected disclosure, not necessarily a complete replacement of earlier positions.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Indirectby Group | 2,081,210 |
Reported balance
Holding disclosure · report date 2013-05-08 · row 1
Amendment: may correct only part of an earlier disclosure.
1 source rowRow 1 · Balance 2,081,210 F1: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. |
| Series A Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $5.25 | Indirectby Group | Not disclosed |
Reported balance
Holding disclosure · report date 2013-05-08 · row 2
Amendment: may correct only part of an earlier disclosure.
1 source rowRow 2 · Balance Not disclosed F2: The Series A Preferred Stock and the Series B Preferred Stock have no expiration date and are convertible at any time at the option of the holder and will convert upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of Common Stock for every 7.5 shares of Series A Preferred Stock and Series B Preferred Stock, for no additonal consideration. F1: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. |
| Series B Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $7.73 | Indirectby Group | Not disclosed |
Reported balance
Holding disclosure · report date 2013-05-08 · row 3
Amendment: may correct only part of an earlier disclosure.
1 source rowRow 3 · Balance Not disclosed F2: The Series A Preferred Stock and the Series B Preferred Stock have no expiration date and are convertible at any time at the option of the holder and will convert upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of Common Stock for every 7.5 shares of Series A Preferred Stock and Series B Preferred Stock, for no additonal consideration. F1: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. |
Filing footnotes · ownership attribution and instrument terms
F1: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner.
F2: The Series A Preferred Stock and the Series B Preferred Stock have no expiration date and are convertible at any time at the option of the holder and will convert upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of Common Stock for every 7.5 shares of Series A Preferred Stock and Series B Preferred Stock, for no additonal consideration.
Scribe Therapeutics, Inc.
Report date July 23, 2026 · Filed July 24, 2026
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 1,054,828 |
Reported balance
Holding disclosure · report date 2026-07-23 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 1,054,828 |
Spyre Therapeutics, Inc.
Report date April 12, 2016 · Filed April 14, 2016 · Amendment
Jointly reported with Lilly Ventures Fund I LLC, Shanafelt Armen
Amendment: balances below belong to this corrected disclosure, not necessarily a complete replacement of earlier positions.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Indirectby fund | 2,068,543 |
Reported balance
After 2016-04-12 transaction · row 1
Amendment: may correct only part of an earlier disclosure.
1 source rowRow 1 · 2016-04-12 · Conversion · Acquired 2,010,924 · Balance 2,068,543 F1: In connection with the consummation of the Issuer's initial public offering on April 12, 2016, each share of Series A Preferred Stock and Series B Preferred Stock automatically converted into one (1) share of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). LV Management Group LLC (the "Management Company") has sole voting and dispositive authority with respect to the shares. Dr. Shanafelt disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. F3: This line item is being re-reported in order to gain access to the filing system. This Form is being amended to include Reporting Owners, Lilly Ventures Fund I LLC, and Dr. Shanafelt Armen as beneficial owners of the shares reported in the Form 4, previously filed by Eli Lilly and Company on April 14, 2016. |
Filing footnotes · ownership attribution and instrument terms
F1: In connection with the consummation of the Issuer's initial public offering on April 12, 2016, each share of Series A Preferred Stock and Series B Preferred Stock automatically converted into one (1) share of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated.
F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). LV Management Group LLC (the "Management Company") has sole voting and dispositive authority with respect to the shares. Dr. Shanafelt disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein.
F3: This line item is being re-reported in order to gain access to the filing system. This Form is being amended to include Reporting Owners, Lilly Ventures Fund I LLC, and Dr. Shanafelt Armen as beneficial owners of the shares reported in the Form 4, previously filed by Eli Lilly and Company on April 14, 2016.
TRex Bio, Inc.
Report date October 08, 2026 · Filed October 09, 2026
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 5,480,872 |
Reported balance
Holding disclosure · report date 2026-10-08 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 5,480,872 F1: The reported securities consist of (i) 4,605,872 shares of Common Stock issuable upon mandatory conversion of convertible preferred stock and (ii) 875,000 shares of Common Stock being purchased by the Reporting Person in the Issuer's initial public offering. |
Filing footnotes · ownership attribution and instrument terms
F1: The reported securities consist of (i) 4,605,872 shares of Common Stock issuable upon mandatory conversion of convertible preferred stock and (ii) 875,000 shares of Common Stock being purchased by the Reporting Person in the Issuer's initial public offering.
UNITED THERAPEUTICS Corp
Report date July 06, 2011 · Filed July 06, 2011
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| COMMON STOCKSEC Table I · non-derivative | Direct | 5,251,394 |
Reported balance
After 2011-07-06 transaction · row 1
Sequence does not reconcile; account continuity is unresolved.
1 source rowRow 1 · 2011-07-06 · Other · Disposed 811,443 · Balance 5,251,394 F1: On July 6, 2011, Eli Lilly and Company ("Lilly") settled the first of three tranches of a variable forward contract (the "Forward Contract") entered into in September 2010 with an unaffiliated third party ("Buyer") , which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. F2: (continued from Footnote 1) Pursuant to the Forward Contract, Lilly was required to deliver a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to the First Settlement Date (each, a "Settlement Price") and Buyer was required to pay $43,941,824.70. On July 6, 2011, Lilly delivered 811,443 shares of Common Stock in satisfaction of its obligations under the Forward Contract. |
| COMMON STOCKSEC Table I · non-derivative | Direct | 5,251,394 |
Reported balance
After 2011-07-06 transaction · row 2
Sequence does not reconcile; account continuity is unresolved.
1 source rowRow 2 · 2011-07-06 · Sale · Disposed 49,103 · Balance 5,251,394 F3: Pursuant to the Forward Contract, any shares not delivered upon settlement were to be returned to Lilly (the "Extra Shares"). In connection with the settlement of the first tranche, the parties agreed that the Buyer would pay cash to Lilly in lieu of the Extra Shares being returned to Lilly, with the amount of such cash being determined by prices based on market prices over a 10-trading day period preceding the First Settlement Date. Under the terms of this arrangement, Lilly agreed that the Extra Shares would be delivered to Buyer on June 23, 2011, June 29, 2011 and July 6, 2011, and that Lilly would receive a cash payment for such shares on the First Settlement Date. Pursuant to the arrangement, 49,103 of the Extra Shares were delivered to Buyer on July 6, 2011, for which Buyer paid $2,700,286.51. |
| Forward sale contract (obligation to sell)SEC Table II · derivative / convertible security · Expires 2011-07-06 | Direct | 0 |
Reported balance
After 2011-07-06 transaction · row 3
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 3 · 2011-07-06 · Other · Disposed 1 · Balance 0 F1: On July 6, 2011, Eli Lilly and Company ("Lilly") settled the first of three tranches of a variable forward contract (the "Forward Contract") entered into in September 2010 with an unaffiliated third party ("Buyer") , which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. F2: (continued from Footnote 1) Pursuant to the Forward Contract, Lilly was required to deliver a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to the First Settlement Date (each, a "Settlement Price") and Buyer was required to pay $43,941,824.70. On July 6, 2011, Lilly delivered 811,443 shares of Common Stock in satisfaction of its obligations under the Forward Contract. |
Filing footnotes · ownership attribution and instrument terms
F1: On July 6, 2011, Eli Lilly and Company ("Lilly") settled the first of three tranches of a variable forward contract (the "Forward Contract") entered into in September 2010 with an unaffiliated third party ("Buyer") , which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge.
F2: (continued from Footnote 1) Pursuant to the Forward Contract, Lilly was required to deliver a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to the First Settlement Date (each, a "Settlement Price") and Buyer was required to pay $43,941,824.70. On July 6, 2011, Lilly delivered 811,443 shares of Common Stock in satisfaction of its obligations under the Forward Contract.
F3: Pursuant to the Forward Contract, any shares not delivered upon settlement were to be returned to Lilly (the "Extra Shares"). In connection with the settlement of the first tranche, the parties agreed that the Buyer would pay cash to Lilly in lieu of the Extra Shares being returned to Lilly, with the amount of such cash being determined by prices based on market prices over a 10-trading day period preceding the First Settlement Date. Under the terms of this arrangement, Lilly agreed that the Extra Shares would be delivered to Buyer on June 23, 2011, June 29, 2011 and July 6, 2011, and that Lilly would receive a cash payment for such shares on the First Settlement Date. Pursuant to the arrangement, 49,103 of the Extra Shares were delivered to Buyer on July 6, 2011, for which Buyer paid $2,700,286.51.
Zosano Pharma Corp
Report date January 30, 2015 · Filed February 09, 2015
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 1,363,636 |
Reported balance
Holding disclosure · report date 2015-01-30 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 1,363,636 |
Past disclosures · reporting ended (7)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
Akouos, Inc.
Report date November 30, 2022 · Filed December 01, 2022
Jointly reported with Kearny Acquisition Corp
Section 16 reporting ended · disclosed 2022-12-01. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 100 |
Reported balance
After 2022-11-30 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2022-11-30 · Purchase · Acquired 29,992,668 · Balance 100 F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Kearny Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of October 17, 2022 (the "Merger Agreement"), with Akouos, Inc. (the "Issuer"), pursuant to which Purchaser commenced a tender offer (as amended and supplemented from time to time, the "Offer") to purchase all the outstanding shares of common stock, par value $0.0001 per share (the "Shares"), of the Issuer in exchange for (a) $12.50 per Share, net to the stockholder in cash, without interest and less any applicable tax withholding, plus (b) one non-tradable contingent value right ("CVR") per Share, F2: (continued from footnote 1) which represents the contractual right to receive contingent payments of up to $3.00 per CVR, net to the stockholder in cash, without interest and less any applicable tax withholding, upon the achievement of certain specified milestones in accordance with the terms and subject to the conditions of a Contingent Value Rights Agreement, dated as of November 30, 2022, by and among Lilly, Purchaser, Computershare Inc. and Computershare Trust Company, N.A. F3: As of one minute past 11:59 p.m., Eastern Time, on November 29, 2022 (the "Expiration Time"), when the Offer expired, approximately 29,992,668 Shares were validly tendered and not validly withdrawn in accordance with the terms of the Offer. On November 30, 2022, Purchaser accepted for payment all Shares validly tendered and not validly withdrawn pursuant to the Offer prior to the Expiration Time. F4: Following consummation of the Offer, on December 1, 2022, Lilly completed its acquisition of the Issuer pursuant to the terms of the Merger Agreement through the merger of Purchaser with and into the Issuer, and without a meeting of the stockholders of the Issuer in accordance with Section 251(h) of the General Corporation Law of the State of Delaware, with the Issuer surviving such merger as a wholly-owned subsidiary of Lilly. As a result of the merger, Lilly received an aggregate of 100 newly issued shares of common stock, $0.00001 par value per share (the "New Shares"), of the Issuer, which represent all of the Issuer's issued and outstanding New Shares. |
Filing footnotes · ownership attribution and instrument terms
F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Kearny Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of October 17, 2022 (the "Merger Agreement"), with Akouos, Inc. (the "Issuer"), pursuant to which Purchaser commenced a tender offer (as amended and supplemented from time to time, the "Offer") to purchase all the outstanding shares of common stock, par value $0.0001 per share (the "Shares"), of the Issuer in exchange for (a) $12.50 per Share, net to the stockholder in cash, without interest and less any applicable tax withholding, plus (b) one non-tradable contingent value right ("CVR") per Share,
F2: (continued from footnote 1) which represents the contractual right to receive contingent payments of up to $3.00 per CVR, net to the stockholder in cash, without interest and less any applicable tax withholding, upon the achievement of certain specified milestones in accordance with the terms and subject to the conditions of a Contingent Value Rights Agreement, dated as of November 30, 2022, by and among Lilly, Purchaser, Computershare Inc. and Computershare Trust Company, N.A.
F3: As of one minute past 11:59 p.m., Eastern Time, on November 29, 2022 (the "Expiration Time"), when the Offer expired, approximately 29,992,668 Shares were validly tendered and not validly withdrawn in accordance with the terms of the Offer. On November 30, 2022, Purchaser accepted for payment all Shares validly tendered and not validly withdrawn pursuant to the Offer prior to the Expiration Time.
F4: Following consummation of the Offer, on December 1, 2022, Lilly completed its acquisition of the Issuer pursuant to the terms of the Merger Agreement through the merger of Purchaser with and into the Issuer, and without a meeting of the stockholders of the Issuer in accordance with Section 251(h) of the General Corporation Law of the State of Delaware, with the Issuer surviving such merger as a wholly-owned subsidiary of Lilly. As a result of the merger, Lilly received an aggregate of 100 newly issued shares of common stock, $0.00001 par value per share (the "New Shares"), of the Issuer, which represent all of the Issuer's issued and outstanding New Shares.
Avidity Biosciences, Inc.
Report date June 16, 2020 · Filed June 16, 2020
Section 16 reporting ended · disclosed 2020-06-16. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 2,169,396 |
Reported balance
After 2020-06-16 transaction · row 1
1 source rowRow 1 · 2020-06-16 · Conversion · Acquired 2,169,396 · Balance 2,169,396 F1: The shares of the Issuer's Series C Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of one-for-2.1095 shares, immediately prior to the consummation of the Issuer's initial public offering. |
| Series C Preferred StockSEC Table II · derivative / convertible security | Direct | 0 |
Reported balance
After 2020-06-16 transaction · row 2
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 2 · 2020-06-16 · Conversion · Disposed 4,576,342 · Balance 0 F1: The shares of the Issuer's Series C Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of one-for-2.1095 shares, immediately prior to the consummation of the Issuer's initial public offering. |
Filing footnotes · ownership attribution and instrument terms
F1: The shares of the Issuer's Series C Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of one-for-2.1095 shares, immediately prior to the consummation of the Issuer's initial public offering.
Coherus Oncology, Inc.
Report date November 12, 2014 · Filed November 12, 2014
Jointly reported with Lilly Ventures Fund I LLC
Section 16 reporting ended · disclosed 2014-11-12. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common Stock, $0.0001 par valueSEC Table I · non-derivative | Direct | 3,042,019 |
Last balance in matching sequence
After 2014-11-12 transaction · row 3
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
3 source rowsRow 1 · 2014-11-12 · Conversion · Acquired 2,333,955 · Balance 2,333,955 F1: The Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Issuer's Common Stock on a 1-for-1 basis upon the closing of Issuer's initial public offering. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. Row 2 · 2014-11-12 · Conversion · Acquired 543,101 · Balance 2,877,056 F1: The Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Issuer's Common Stock on a 1-for-1 basis upon the closing of Issuer's initial public offering. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. Row 3 · 2014-11-12 · Purchase · Acquired 164,963 · Balance 3,042,019 F3: Lilly Ventures Fund I LLC purchased an additional 164,963 shares of Issuer's Common Stock in connection with the IPO at the offering price of $13.50 per share. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
| Series B Preferred StockSEC Table II · derivative / convertible security | IndirectBy Group | 0 |
Reported balance
After 2014-11-12 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 4 · 2014-11-12 · Conversion · Disposed 2,333,955 · Balance 0 F1: The Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Issuer's Common Stock on a 1-for-1 basis upon the closing of Issuer's initial public offering. F4: The Series B Preferred Stock and Series C Preferred Stock have no expiration date. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
| Series C Preferred StockSEC Table II · derivative / convertible security | IndirectBy Group | 0 |
Reported balance
After 2014-11-12 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 5 · 2014-11-12 · Conversion · Disposed 543,101 · Balance 0 F1: The Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Issuer's Common Stock on a 1-for-1 basis upon the closing of Issuer's initial public offering. F4: The Series B Preferred Stock and Series C Preferred Stock have no expiration date. F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. |
Filing footnotes · ownership attribution and instrument terms
F1: The Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Issuer's Common Stock on a 1-for-1 basis upon the closing of Issuer's initial public offering.
F2: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund.
F3: Lilly Ventures Fund I LLC purchased an additional 164,963 shares of Issuer's Common Stock in connection with the IPO at the offering price of $13.50 per share.
F4: The Series B Preferred Stock and Series C Preferred Stock have no expiration date.
Elanco Animal Health Inc
Report date March 11, 2019 · Filed March 11, 2019
Section 16 reporting ended · disclosed 2019-03-11. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2019-03-11 transaction · row 1
1 source rowRow 1 · 2019-03-11 · Disposition to issuer · Disposed 293,290,000 · Balance 0 F1: Eli Lilly and Company ("Lilly") disposed of 293,290,000 shares of common stock of the Issuer in exchange for 65,000,775 shares of Lilly common stock pursuant to a registered exchange offer to Lilly's common shareholders. The final exchange ratio was 4.5121 shares of Issuer common stock per share of Lilly common stock accepted in the exchange offer. |
Filing footnotes · ownership attribution and instrument terms
F1: Eli Lilly and Company ("Lilly") disposed of 293,290,000 shares of common stock of the Issuer in exchange for 65,000,775 shares of Lilly common stock pursuant to a registered exchange offer to Lilly's common shareholders. The final exchange ratio was 4.5121 shares of Issuer common stock per share of Lilly common stock accepted in the exchange offer.
ICAGEN INC
Report date February 08, 2005 · Filed February 10, 2005
Section 16 reporting ended · disclosed 2005-02-10. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 300,340 |
Reported balance
After 2005-02-08 transaction · row 1
1 source rowRow 1 · 2005-02-08 · Conversion · Acquired 125,340 · Balance 300,340 F1: Upon the closing of the Issuer's public offering, the Series B Convertible Preferred Stock converted on a 1-for-1 basis into Common Stock. |
| Series B Convertible Preferred StockSEC Table II · derivative / convertible security | Direct | 0 |
Reported balance
After 2005-02-08 transaction · row 2
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 2 · 2005-02-08 · Conversion · Disposed 125,340 · Balance 0 F1: Upon the closing of the Issuer's public offering, the Series B Convertible Preferred Stock converted on a 1-for-1 basis into Common Stock. F2: These shares were immediately exercisable. They had no expiration date. |
Filing footnotes · ownership attribution and instrument terms
F1: Upon the closing of the Issuer's public offering, the Series B Convertible Preferred Stock converted on a 1-for-1 basis into Common Stock.
F2: These shares were immediately exercisable. They had no expiration date.
Sigilon Therapeutics, Inc.
Report date August 11, 2023 · Filed August 14, 2023
Jointly reported with Shenandoah Acquisition Corp
Section 16 reporting ended · disclosed 2023-08-14. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 100 |
Reported balance
After 2023-08-11 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2023-08-11 · Purchase · Acquired 1,718,493 · Balance 100 F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Shenandoah Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of June 28, 2023 (the "Merger Agreement"), with Sigilon Therapeutics, Inc. (the "Issuer"), pursuant to which Purchaser commenced a tender offer (as amended and supplemented from time to time, the "Offer") to purchase all the outstanding shares of common stock, par value $0.001 per share (the "Shares"), of the Issuer in exchange for (a) $14.92 per Share, net to the stockholder in cash, without interest and less any applicable tax withholding, plus (b) one non-tradable contingent value right ("CVR") per Share, F2: (continued from footnote 1) which represents the contractual right to receive contingent payments of up to $111.64 per CVR, net to the stockholder in cash, without interest and less any applicable tax withholding, upon the achievement of certain specified milestones in accordance with the terms and subject to the conditions of a Contingent Value Rights Agreement, dated as of August 10, 2023, by and among Lilly, Purchaser, Computershare Inc. and Computershare Trust Company, N.A. F3: As of one minute past 11:59 p.m., Eastern Time, on August 9, 2023 (the "Expiration Time"), when the Offer expired, 1,718,493 Shares were validly tendered and not validly withdrawn in accordance with the terms of the Offer. On August 11, 2023, Purchaser accepted for payment all Shares validly tendered and not validly withdrawn pursuant to the Offer prior to the Expiration Time. F4: Following consummation of the Offer, on August 11, 2023, Lilly completed its acquisition of the Issuer pursuant to the terms of the Merger Agreement through the merger of Purchaser with and into the Issuer, and without a meeting of the stockholders of the Issuer in accordance with Section 251(h) of the General Corporation Law of the State of Delaware, with the Issuer surviving such merger as a wholly-owned subsidiary of Lilly. As a result of the merger, Lilly received an aggregate of 100 newly issued shares of common stock, $0.0001 par value per share (the "New Shares"), of the Issuer, which represent all of the Issuer's issued and outstanding New Shares. |
Filing footnotes · ownership attribution and instrument terms
F1: Eli Lilly and Company ("Lilly") and its wholly-owned subsidiary, Shenandoah Acquisition Corporation ("Purchaser"), entered into an Agreement and Plan of Merger, dated as of June 28, 2023 (the "Merger Agreement"), with Sigilon Therapeutics, Inc. (the "Issuer"), pursuant to which Purchaser commenced a tender offer (as amended and supplemented from time to time, the "Offer") to purchase all the outstanding shares of common stock, par value $0.001 per share (the "Shares"), of the Issuer in exchange for (a) $14.92 per Share, net to the stockholder in cash, without interest and less any applicable tax withholding, plus (b) one non-tradable contingent value right ("CVR") per Share,
F2: (continued from footnote 1) which represents the contractual right to receive contingent payments of up to $111.64 per CVR, net to the stockholder in cash, without interest and less any applicable tax withholding, upon the achievement of certain specified milestones in accordance with the terms and subject to the conditions of a Contingent Value Rights Agreement, dated as of August 10, 2023, by and among Lilly, Purchaser, Computershare Inc. and Computershare Trust Company, N.A.
F3: As of one minute past 11:59 p.m., Eastern Time, on August 9, 2023 (the "Expiration Time"), when the Offer expired, 1,718,493 Shares were validly tendered and not validly withdrawn in accordance with the terms of the Offer. On August 11, 2023, Purchaser accepted for payment all Shares validly tendered and not validly withdrawn pursuant to the Offer prior to the Expiration Time.
F4: Following consummation of the Offer, on August 11, 2023, Lilly completed its acquisition of the Issuer pursuant to the terms of the Merger Agreement through the merger of Purchaser with and into the Issuer, and without a meeting of the stockholders of the Issuer in accordance with Section 251(h) of the General Corporation Law of the State of Delaware, with the Issuer surviving such merger as a wholly-owned subsidiary of Lilly. As a result of the merger, Lilly received an aggregate of 100 newly issued shares of common stock, $0.0001 par value per share (the "New Shares"), of the Issuer, which represent all of the Issuer's issued and outstanding New Shares.
Zymeworks BC Inc.
Report date January 31, 2019 · Filed February 06, 2019 · Amendment
Section 16 reporting ended · disclosed 2019-02-06. Current position is not established by this disclosure.
Amendment: balances below belong to this corrected disclosure, not necessarily a complete replacement of earlier positions.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 1,827,101 |
Reported balance
Holding disclosure · report date 2019-01-31 · row 1
Amendment: may correct only part of an earlier disclosure.
1 source rowRow 1 · Balance 1,827,101 F1: On February 4, 2019, the reporting person inadvertently filed a Form 4 reporting a sale of 250,000 shares of common stock. Because the ownership threshold for the reporting person is below ten percent, reporting this trade was not required. This amendment is being filed to correct the total securities listed as beneficially owned in the original Form 4 filed on February 4, 2019. Following the trade on January 31, 2019, the reporting person owned 1,827,101 shares of common stock. |
Filing footnotes · ownership attribution and instrument terms
F1: On February 4, 2019, the reporting person inadvertently filed a Form 4 reporting a sale of 250,000 shares of common stock. Because the ownership threshold for the reporting person is below ten percent, reporting this trade was not required. This amendment is being filed to correct the total securities listed as beneficially owned in the original Form 4 filed on February 4, 2019. Following the trade on January 31, 2019, the reporting person owned 1,827,101 shares of common stock.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| May 14, 2013 Filed Nov 21, 2013 22:23 UTC Amendment | Receptos, Inc. RCPT · Entity 12658 | ConversionSeries B Preferred Stock · Derivative | Not disclosed | $0.00 Strike: $7.73 | $5,040,221.00 |
DisclosureSEC source: 0000059478-13-000082 · wf-form4a_138507260568530.xml · derivative · entry 5 LILLY ELI & CO · CIK 0000059478 · 10% owner Lilly Ventures Fund I LLC · CIK 0001575852 · 10% owner Torres S. Edward · CIK 0001552293 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · by Group Disclosed balance after: 0 Underlying: Common Stock · 672,029 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. F2 · kind: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration. F2 · derivative.exercise_date: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration. F2 · derivative.expiration_date: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration. F1 · ownership.nature: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. Read SEC document |
| May 14, 2013 Filed Nov 21, 2013 22:23 UTC Amendment | Receptos, Inc. RCPT · Entity 12658 | ConversionSeries A Preferred Stock · Derivative | Not disclosed | $0.00 Strike: $5.25 | $8,640,289.00 |
DisclosureSEC source: 0000059478-13-000082 · wf-form4a_138507260568530.xml · derivative · entry 4 LILLY ELI & CO · CIK 0000059478 · 10% owner Lilly Ventures Fund I LLC · CIK 0001575852 · 10% owner Torres S. Edward · CIK 0001552293 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · by Group Disclosed balance after: 0 Underlying: Common Stock · 1,152,039 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. F2 · kind: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration. F2 · derivative.exercise_date: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration. F2 · derivative.expiration_date: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration. F1 · ownership.nature: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. Read SEC document |
| May 14, 2013 Filed Nov 21, 2013 22:23 UTC Amendment | Receptos, Inc. RCPT · Entity 12658 | PurchaseCommon Stock | 142,857 | $14.00 | $1,999,998.00 |
DisclosureSEC source: 0000059478-13-000082 · wf-form4a_138507260568530.xml · nonDerivative · entry 3 LILLY ELI & CO · CIK 0000059478 · 10% owner Lilly Ventures Fund I LLC · CIK 0001575852 · 10% owner Torres S. Edward · CIK 0001552293 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · by Group Disclosed balance after: 2,081,210 F1 · ownership.nature: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. Read SEC document |
| May 14, 2013 Filed Nov 21, 2013 22:23 UTC Amendment | Receptos, Inc. RCPT · Entity 12658 | ConversionCommon Stock | 672,029 | $7.73 | $5,194,784.17 |
DisclosureSEC source: 0000059478-13-000082 · wf-form4a_138507260568530.xml · nonDerivative · entry 2 LILLY ELI & CO · CIK 0000059478 · 10% owner Lilly Ventures Fund I LLC · CIK 0001575852 · 10% owner Torres S. Edward · CIK 0001552293 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · by Group Disclosed balance after: 1,938,353 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 · ownership.nature: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. Read SEC document |
| May 14, 2013 Filed Nov 21, 2013 22:23 UTC Amendment | Receptos, Inc. RCPT · Entity 12658 | ConversionCommon Stock | 1,152,039 | $5.25 | $6,048,204.75 |
DisclosureSEC source: 0000059478-13-000082 · wf-form4a_138507260568530.xml · nonDerivative · entry 1 LILLY ELI & CO · CIK 0000059478 · 10% owner Lilly Ventures Fund I LLC · CIK 0001575852 · 10% owner Torres S. Edward · CIK 0001552293 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · by Group Disclosed balance after: 1,266,324 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 · ownership.nature: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner. Read SEC document |
| July 06, 2011 Filed Jul 6, 2011 21:14 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | OtherForward sale contract (obligation to sell) · Derivative | 1 | $43,941,824.70 | $43,941,824.70 |
DisclosureSEC source: 0001209191-11-038423 · c19557_4x0.xml · derivative · entry 3 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 811,443 shares Expires 2011-07-06 F1 · derivative.exercise_price: On July 6, 2011, Eli Lilly and Company ("Lilly") settled the first of three tranches of a variable forward contract (the "Forward Contract") entered into in September 2010 with an unaffiliated third party ("Buyer") , which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. F2 · derivative.exercise_price: (continued from Footnote 1) Pursuant to the Forward Contract, Lilly was required to deliver a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to the First Settlement Date (each, a "Settlement Price") and Buyer was required to pay $43,941,824.70. On July 6, 2011, Lilly delivered 811,443 shares of Common Stock in satisfaction of its obligations under the Forward Contract. F1 · kind: On July 6, 2011, Eli Lilly and Company ("Lilly") settled the first of three tranches of a variable forward contract (the "Forward Contract") entered into in September 2010 with an unaffiliated third party ("Buyer") , which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. F2 · kind: (continued from Footnote 1) Pursuant to the Forward Contract, Lilly was required to deliver a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to the First Settlement Date (each, a "Settlement Price") and Buyer was required to pay $43,941,824.70. On July 6, 2011, Lilly delivered 811,443 shares of Common Stock in satisfaction of its obligations under the Forward Contract. Read SEC document |
| July 06, 2011 Filed Jul 6, 2011 21:14 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | SaleCOMMON STOCK | 49,103 | $54.99 | $2,700,173.97 |
DisclosureSEC source: 0001209191-11-038423 · c19557_4x0.xml · nonDerivative · entry 2 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 5,251,394 F3 · kind: Pursuant to the Forward Contract, any shares not delivered upon settlement were to be returned to Lilly (the "Extra Shares"). In connection with the settlement of the first tranche, the parties agreed that the Buyer would pay cash to Lilly in lieu of the Extra Shares being returned to Lilly, with the amount of such cash being determined by prices based on market prices over a 10-trading day period preceding the First Settlement Date. Under the terms of this arrangement, Lilly agreed that the Extra Shares would be delivered to Buyer on June 23, 2011, June 29, 2011 and July 6, 2011, and that Lilly would receive a cash payment for such shares on the First Settlement Date. Pursuant to the arrangement, 49,103 of the Extra Shares were delivered to Buyer on July 6, 2011, for which Buyer paid $2,700,286.51. Read SEC document |
| July 06, 2011 Filed Jul 6, 2011 21:14 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | OtherCOMMON STOCK | 811,443 | $54.15 | $43,939,638.45 |
DisclosureSEC source: 0001209191-11-038423 · c19557_4x0.xml · nonDerivative · entry 1 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 5,251,394 F1 · kind: On July 6, 2011, Eli Lilly and Company ("Lilly") settled the first of three tranches of a variable forward contract (the "Forward Contract") entered into in September 2010 with an unaffiliated third party ("Buyer") , which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. F2 · kind: (continued from Footnote 1) Pursuant to the Forward Contract, Lilly was required to deliver a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to the First Settlement Date (each, a "Settlement Price") and Buyer was required to pay $43,941,824.70. On July 6, 2011, Lilly delivered 811,443 shares of Common Stock in satisfaction of its obligations under the Forward Contract. Read SEC document |
| June 29, 2011 Filed Jul 1, 2011 17:53 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | SaleCOMMON STOCK | 93,991 | $53.90 | $5,066,114.90 |
DisclosureSEC source: 0001209191-11-037120 · c19558_4x0.xml · nonDerivative · entry 2 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 6,111,940 F1 · kind: In September 2010, Eli Lilly and Company ("Lilly") entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party ("Buyer"), which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. Under the Forward Contract, the specific number of shares to be delivered is determined by formula, and any shares not delivered were to be returned to Lilly (the "Extra Shares"). F2 · kind: (continued from Footnote 1) In connection with the settlement of the first tranche, the parties agreed that the Buyer would pay cash to Lilly in lieu of the Extra Shares being returned to Lilly, with the amount of such cash being determined by prices based on market prices over a 10-trading day period preceding the First Settlement Date. Under the terms of this arrangement, Lilly agreed that the Extra Shares would be delivered to Buyer on June 23, 2011, June 29, 2011 and July 6, 2011, and that Lilly would receive a cash payment for such shares on the First Settlement Date. Pursuant to the arrangement, 95,743 of the Extra Shares were delivered to Buyer on June 23, 2011 and 93,991 of the Extra Shares were delivered to Buyer on June 29, 2011, for which Buyer will be obligated to pay $5,188,833.52 and $5,066,339.39, respectively, on the First Settlement Date. Read SEC document |
| June 23, 2011 Filed Jul 1, 2011 17:53 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | SaleCOMMON STOCK | 95,743 | $54.20 | $5,189,270.60 |
DisclosureSEC source: 0001209191-11-037120 · c19558_4x0.xml · nonDerivative · entry 1 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 6,111,940 F1 · kind: In September 2010, Eli Lilly and Company ("Lilly") entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party ("Buyer"), which requires Lilly to deliver to Buyer up to a total of 3,150,838 shares of common stock of United Therapeutics Corporation ("Common Stock") in three tranches, beginning with a delivery of up to 1,050,280 shares on July 6, 2011 (the "First Settlement Date"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. Under the Forward Contract, the specific number of shares to be delivered is determined by formula, and any shares not delivered were to be returned to Lilly (the "Extra Shares"). F2 · kind: (continued from Footnote 1) In connection with the settlement of the first tranche, the parties agreed that the Buyer would pay cash to Lilly in lieu of the Extra Shares being returned to Lilly, with the amount of such cash being determined by prices based on market prices over a 10-trading day period preceding the First Settlement Date. Under the terms of this arrangement, Lilly agreed that the Extra Shares would be delivered to Buyer on June 23, 2011, June 29, 2011 and July 6, 2011, and that Lilly would receive a cash payment for such shares on the First Settlement Date. Pursuant to the arrangement, 95,743 of the Extra Shares were delivered to Buyer on June 23, 2011 and 93,991 of the Extra Shares were delivered to Buyer on June 29, 2011, for which Buyer will be obligated to pay $5,188,833.52 and $5,066,339.39, respectively, on the First Settlement Date. Read SEC document |
| September 09, 2010 Filed Sep 13, 2010 20:28 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | OtherObligation to Sell · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-10-045924 · c05869_4x0.xml · derivative · entry 3 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1 Underlying: Common Stock · 1,050,278 shares Expires not disclosed F1 · derivative.exercise_price: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.exercise_price: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.exercise_price: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.exercise_price: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.exercise_price: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · price: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · price: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · price: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · price: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · price: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · derivative.exercise_date: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.exercise_date: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.exercise_date: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.exercise_date: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.exercise_date: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · derivative.expiration_date: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.expiration_date: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.expiration_date: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.expiration_date: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.expiration_date: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. Read SEC document |
| September 09, 2010 Filed Sep 13, 2010 20:28 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | OtherObligation to Sell · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-10-045924 · c05869_4x0.xml · derivative · entry 2 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1 Underlying: Common Stock · 1,050,280 shares Expires not disclosed F1 · derivative.exercise_price: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.exercise_price: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.exercise_price: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.exercise_price: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.exercise_price: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · price: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · price: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · price: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · price: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · price: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · derivative.exercise_date: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.exercise_date: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.exercise_date: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.exercise_date: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.exercise_date: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · derivative.expiration_date: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.expiration_date: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.expiration_date: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.expiration_date: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.expiration_date: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. Read SEC document |
| September 09, 2010 Filed Sep 13, 2010 20:28 UTC | UNITED THERAPEUTICS Corp UTHR · Entity 664 | OtherObligation to Sell · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-10-045924 · c05869_4x0.xml · derivative · entry 1 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1 Underlying: Common Stock · 1,050,280 shares Expires not disclosed F1 · derivative.exercise_price: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.exercise_price: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.exercise_price: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.exercise_price: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.exercise_price: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · price: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · price: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · price: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · price: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · price: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · derivative.exercise_date: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.exercise_date: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.exercise_date: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.exercise_date: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.exercise_date: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. F1 · derivative.expiration_date: Eli Lilly & Company ("Lilly") has entered into a variable forward contract (the "Forward Contract") with an unaffiliated third party buyer ("Buyer") that may obligate Lilly to deliver to Buyer up to 3,150,838 shares of common stock, par value $0.01 per share ("Common Stock"), of United Therapeutics Corporation. The Forward Contract will be settled in three tranches, on July 6, 2011 (the "First Settlement Date"), October 5, 2011 (the "Second Settlement Date") and December 28, 2011 (the "Third Settlement Date", and together with the First Settlement Date and the Second Settlement Date, the "Settlement Dates"). (continued in Footnote 2) F2 · derivative.expiration_date: The first and second tranches of the Forward Contract each relate to a forward sale of up to 1,050,280 shares of Common Stock, and the third tranche of the Forward Contract relates to a forward sale of up to 1,050,278 shares of Common Stock (each, the "Maximum Number of Shares"). Lilly pledged 3,150,838 shares of Common Stock to secure its obligations under the Forward Contract and retained dividend and voting rights in such shares during the term of the pledge. (continued in Footnote 3) F3 · derivative.expiration_date: Unless Lilly elects to cash settle the applicable tranche, (i) on each Settlement Date, Lilly will be required to deliver to Buyer a number of shares of Common Stock based on the volume weighted average prices per share of Common Stock on each trading day of the 10 trading day period ending on the date three trading days prior to such Settlement Date (each such price, the "Settlement Price") and (ii) Buyer will be required to pay Lilly the product of the Floor Price (as defined below) and the Maximum Number of Shares for such tranche. (continued in Footnote 4) F4 · derivative.expiration_date: The number of shares of Common Stock to be delivered by Lilly on each Settlement Date will be determined as follows: (x) if the Settlement Price on a particular trading day during the 10 trading day period is less than or equal to $41.8382 (the "Floor Price"), then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10; (y) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the Floor Price but less than or equal to a specified "Cap Price" (which is $54.2589 in the case of the First Settlement Date, $54.8229 in the case of the Second Settlement Date, and $54.8819 in the case of the Third Settlement Date), (continued in Footnote 5) F5 · derivative.expiration_date: then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares divided by 10 multiplied by the Settlement Price divided by the Floor Price, and (z) if the Settlement Price on a particular trading day during the 10 trading day period is greater than the relevant Cap Price, then with respect to such trading day, Lilly will be required to deliver a number of shares of Common Stock equal to the Maximum Number of Shares equal divided by 10 multiplied by: [Floor Price + (Settlement Price Cap Price)] / Settlement Price. Read SEC document |
| February 08, 2005 Filed Feb 10, 2005 18:57 UTC | ICAGEN INC ICGN · Entity 13934 | ConversionSeries B Convertible Preferred Stock · Derivative | 125,340 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001181431-05-008570 · rrd66558.xml · derivative · entry 2 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 125,340 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: Upon the closing of the Issuer's public offering, the Series B Convertible Preferred Stock converted on a 1-for-1 basis into Common Stock. F1 · price: Upon the closing of the Issuer's public offering, the Series B Convertible Preferred Stock converted on a 1-for-1 basis into Common Stock. F2 · derivative.exercise_date: These shares were immediately exercisable. They had no expiration date. F2 · derivative.expiration_date: These shares were immediately exercisable. They had no expiration date. Read SEC document |
| February 08, 2005 Filed Feb 10, 2005 18:57 UTC | ICAGEN INC ICGN · Entity 13934 | ConversionCommon Stock | 125,340 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001181431-05-008570 · rrd66558.xml · nonDerivative · entry 1 LILLY ELI & CO · CIK 0000059478 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 300,340 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: Upon the closing of the Issuer's public offering, the Series B Convertible Preferred Stock converted on a 1-for-1 basis into Common Stock. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.