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Tapper Amy E.'s Form 4 filing

Imago BioSciences, Inc. (IMGO) · filed Dec 20, 2022

Accession no.
0001567619-22-021865
Filed
Dec 20, 2022
Trade date
Dec 16, 2022
Filing delay
4 days
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 6 non-derivative transactions and 5 derivative transactions. Open-market sales total $3.59M. It was filed 4 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Tapper Amy E.CIK 0001861069Officer (See Remarks)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Dec 16, 2022Common StockMOption exerciseAcquired+29,461$2.10+$61,868.1148,508Direct
Dec 16, 2022Common StockMOption exerciseAcquired+5,952$2.19+$13,034.88154,460Direct
Dec 16, 2022Common StockMOption exerciseAcquired+2,380$2.27+$5,402.6156,840Direct
Dec 16, 2022Common StockMOption exerciseAcquired+44,500$2.52+$112,140201,340Direct
Dec 16, 2022Common StockMOption exerciseAcquired+18,009$1.52+$27,373.68219,349Direct
Dec 16, 2022Common StockSSaleDisposed−100,302$35.78F1−$3,588,805.56119,047Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Dec 16, 2022Common StockMOption exerciseDisposed−29,461$0.00$023,562Direct
Dec 16, 2022Common StockMOption exerciseDisposed−5,952$0.00$00Direct
Dec 16, 2022Common StockMOption exerciseDisposed−2,380$0.00$00Direct
Dec 16, 2022Common StockMOption exerciseDisposed−44,500$0.00$08,232Direct
Dec 16, 2022Common StockMOption exerciseDisposed−18,009$0.00$02,729Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

The transaction was executed in multiple trades in prices ranging from $35.77 to $35.79, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

Remarks

Chief, Technical Operations On November 19, 2022, the Issuer entered into an Agreement and Plan of Merger, by and among the Issuer, Merck Sharpe & Dohme LLC and M-Inspire Merger Sub, Inc., providing for the merger of M-Inspire Merger Sub, Inc. with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Merck Sharpe & Dohme LLC. In connection with the Merger, to mitigate the potential impact of Section 280G and Section 4999 of the Internal Revenue Code of 1986, as amended, the Reporting Person entered into the transactions disclosed on this Form 4.

Read the full filing on SEC EDGAR (opens in a new tab)