Filing Details
- Accession Number:
- 0000899243-17-022832
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2017-09-28 21:43:10
- Reporting Period:
- 2017-09-26
- Accepted Time:
- 2017-09-28 21:43:10
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1698530 | Max-1 Acquisition Corp | XCUR | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1205236 | R David Walt | C/O Exicure, Inc. 8045 Lamon Avenue, Suite 410 Skokie IL 60077 | Yes | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2017-09-26 | 499,378 | $0.00 | 499,378 | No | 4 | A | Direct | |
Common Stock | Acquisiton | 2017-09-26 | 268,333 | $3.00 | 767,711 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | A | Direct | |
No | 4 | P | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Stock Option (right to buy) | Acquisiton | 2017-09-26 | 49,649 | $0.00 | 49,649 | $0.65 |
Common Stock | Stock Option (right to buy) | Acquisiton | 2017-09-26 | 24,824 | $0.00 | 24,824 | $1.03 |
Common Stock | Stock Option (right to buy) | Acquisiton | 2017-09-26 | 24,824 | $0.00 | 24,824 | $4.21 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
49,649 | 2017-01-31 | 2023-01-31 | No | 4 | A | Direct |
24,824 | 2025-04-28 | No | 4 | A | Direct | |
24,824 | 2027-01-04 | No | 4 | A | Direct |
Footnotes
- Pursuant to that certain Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), dated as of September 26, 2017, by and among the Issuer then known as Max-1 Acquisition Corporation, Max-1 Acquisition Sub, Inc. and the corporation then known as Exicure, Inc. ("Exicure OpCo"), each outstanding share of Exicure OpCo capital stock (other than shares of Series C Preferred Stock of Exicure OpCo) was converted into 0.49649 shares of the Issuer's common stock (the "Conversion Ratio") and each outstanding share of Series C Preferred Stock of Exicure OpCo was converted into 0.7666652 shares of the Issuer's common stock (the "Series C Conversion Ratio").
- Each option to purchase shares of Exicure OpCo outstanding and unexercised was assumed by the Issuer pursuant to the Merger Agreement and was converted into an option, subject to vesting, to purchase shares of common stock of the Issuer, with the number of shares of the Issuer's common stock underlying such option and the exercises price for such option adjusted to reflect the Conversion Ratio.
- This option vests in 48 substantially equal monthly installments from February 20, 2015, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions.
- This option vests in 12 substantially equal monthly installments from January 4, 2017, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions.