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Filing Details

Accession Number:: 0001209191-18-049381
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-09-04 19:45:48
Reporting Period:: 2018-08-30

Accepted Time:: 2018-09-04 19:45:48
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1619087	Steadymed Ltd.	STDY	Pharmaceutical Preparations (2834)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1637053	Keith Bank	C/O Steadymed Therapeutics, Inc. 2603 Camino Ramon, Suite 350 San Ramon CA 94583		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Ordinary Shares	Disposition	2018-08-30	29,830	$4.46	No	4	S	Direct
Ordinary Shares	Disposition	2018-08-30	266,257	$4.46	No	4	S	Indirect	See Footnote
Ordinary Shares	Disposition	2018-08-30	2,088,258	$4.46	No	4	S	Indirect	See Footnote
Ordinary Shares	Disposition	2018-08-30	25,000	$4.46	No	4	S	Indirect	By the Barbara Bank Irrevocable Trust
Ordinary Shares	Disposition	2018-08-30	181,025	$4.46	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	By the Barbara Bank Irrevocable Trust
No	4	S	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Ordinary Shares	Stock Option (Rt to Buy)	Disposition	2018-08-30	9,928	$0.00	9,928	$3.61
Ordinary Shares	Stock Option (Rt to Buy)	Disposition	2018-08-30	15,492	$0.00	15,492	$3.61
Ordinary Shares	Stock Options (Rt to Buy)	Disposition	2018-08-30	5,479	$0.00	5,479	$3.61
Ordinary Shares	Stock Options (Rt to Buy)	Disposition	2018-08-30	19,739	$0.00	19,379	$5.84
Ordinary Shares	Stock Options (Rt to Buy)	Disposition	2018-08-30	33,350	$0.00	33,350	$5.60
Ordinary Shares	Stock Options (Rt to Buy)	Disposition	2018-08-30	3,875	$0.00	3,875	$3.85
Ordinary Shares	Stock Options (Rt to Buy)	Disposition	2018-08-30	21,029	$0.00	21,029	$3.65
Ordinary Shares	Warrants to Purchase Ordinary Shares	Disposition	2018-08-30	266,257	$0.13	266,257	$3.60

Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2020-07-10	No	4	J	Direct
2022-01-25	No	4	J	Direct
2022-01-25	No	4	J	Direct
2022-01-25	No	4	J	Direct
2025-08-06	No	4	J	Direct
2026-10-05	No	4	J	Direct
2017-12-28	No	4	J	Direct
2021-08-03	No	4	J	Indirect

Footnotes

Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). Under the Merger Agreement, at the effective time of the merger (the "Effective Time"), each outstanding ordinary share of the Issuer was converted into the right to receive (1) $4.46 in cash plus (2) one contractual contingent value right (a "CVR"), which represents the right to receive $2.63 in cash upon the achievement of a specified milestone (the "Milestone").
By SteadyMed Investors III LLC. The Reporting Person is a Managing Member of SteadyMed Investors III LLC.
By SteadyMed Investors III LLC. The Reporting Person is a Managing Member of SteadyMed Investors III LLC.
By SteadyMed Investors II, LLC. The Reporting Person is a Managing Member of SteadyMed Investors II, LLC.
Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). At the Effective Time, each outstanding in-the-money option, whether vested or unvested, was converted into the right to receive (1) a cash payment equal to (x) the excess, if any, of $4.46 over the exercise price payable under such option, multiplied by (y) the total number of shares subject to such option immediately prior to the Effective Time and (2) a number of CVRs equal to the total number of shares subject to such option immediately prior to the Effective Time.
Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). At the Effective Time, each outstanding out-of-the-money option, whether vested or unvested, was converted into the right to receive a cash payment, if and when the Milestone is achieved, equal to (x) the excess, if any, of the sum of (1) $4.46 and (2) the contingent consideration actually payable per CVR over the exercise price payable under such option, multiplied by (y) the total number of shares subject to such option immediately prior to the Effective Time.
Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2018, by and among United Therapeutics Corporation ("United"), Daniel 24043 Acquisition Corp., a wholly-owned subsidiary of United, and the Issuer (the "Merger Agreement"). At the Effective Time, each outstanding warrant to purchase ordinary shares of the Issuer issued in 2016 was converted into the right to receive $2.71.