Home > Insider Trading > Filing (0000899243-22-003857)

Filing Details

Accession Number:: 0000899243-22-003857
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-02-01 16:17:51
Reporting Period:: 2022-01-31

Accepted Time:: 2022-02-01 16:17:51
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1571498	Epizyme Inc.	EPZM	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1507673	Rp Management, Llc	C/O Rp Management, Llc 110 E. 59Th St., 33Rd Floor New York NY 10022	No	No	Yes	No
1507678	G. Pablo Legorreta	C/O Rp Management, Llc, 110 E. 59Th St., 33Rd Floor New York NY 10022	Yes	No	Yes	No
1793690	Trust Finance Rpi	C/O Rp Management, Llc 110 E. 59Th St., 33Rd Floor New York NY 10022	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2022-01-31	22,666,667	$1.50	31,833,334	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes

Reported Derivative Holdings

Show Other Fields >>

Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Option (Right to Buy)	$13.51		2029-11-05	34,408	34,408	Direct
Common Stock	Stock Option (Right to Buy)	$17.55	2021-05-29	2030-05-29	14,103	14,103	Direct
Common Stock	Stock Option (Right to Buy)	$8.53	2022-06-11	2031-06-11	40,559	40,559	Direct
Common Stock	Restricted Stock Units	$0.00	2022-06-11		8,060	8,060	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2029-11-05	34,408	34,408	Direct
2030-05-29	14,103	14,103	Direct
2031-06-11	40,559	40,559	Direct
	8,060	8,060	Direct

Footnotes

Represents (a) (i) 6,666,667 shares of the Issuer's common stock and (ii) 2,500,000 shares of the Issuer's common stock, in each case acquired by RPI Finance Trust ("RPIFT") pursuant to that certain Purchase Agreement, dated November 4, 2019, by and between the Issuer and RPIFT and (b) 22,666,667 shares of common stock acquired by Royalty Pharma Investments 2019 ICAV ("RPI 2019 ICAV") from the underwriter in an underwritten public offering conducted by the Issuer that closed on January 31, 2022.
This Form 4 is being jointly filed by RP Management, LLC ("RP Management"), RPIFT, and Pablo G. Legorreta (collectively, the "Reporting Persons"). RP Management, as the manager of RPIFT and RPI 2019 ICAV, and Mr. Legorreta, as the manager of RP Management, may be deemed to have beneficial ownership under Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") of the securities beneficially owned by RPIFT and RPI 2019 ICAV. RP Management and Mr. Legorreta disclaim beneficial ownership of the securities indicated except to the extent of their pecuniary interest therein, and the reporting herein of such securities shall not be construed as an admission that RP Management and/or Mr. Legorreta are the beneficial owners thereof for purposes of Section 16 of the Exchange Act or for any other purpose. Mr. Legorreta serves on the board of directors of the Issuer as a representative of RPIFT and RPI 2019 ICAV.
(Continued from Footnote 2) Each of RPIFT, RPI 2019 ICAV and RP Management, LLC may be deemed to be a director by deputization of the Issuer for purposes of Section 16(b)-3(d) of the Exchange Act.
This option was granted to Mr. Legorreta on November 6, 2019 with respect to 34,408 shares of common stock, in connection with Mr. Legorreta's election to the board of directors of the Issuer. This option vested as to 25% of the shares on the first anniversary of the grant date and continues to vest as to an additional 2.0833% of the shares at the end of each successive month following the first anniversary of the grant date until the fourth anniversary of the grant date.
Mr. Legorreta is deemed to hold the derivative security and the shares issuable thereunder for the benefit of RP Management. Mr. Legorreta is the manager of RP Management. Any exercise of the derivative security, when vested, or sale of the shares issuable upon exercise shall be at the direction of RP Management and the proceeds of the sale of the shares issuable upon exercise shall be delivered to RP Management. The proceeds of the sale of the shares issuable under the derivative security will be offset against the management fee payable to RP Management by RPIFT, RPI 2019 ICAV, and certain of their respective indirect owners (such indirect owners, the "Funds"), all of which are managed by RP Management.
(Continued from Footnote 5) Mr. Legorreta and such Funds disclaim beneficial ownership of the securities indicated except to the extent of their pecuniary interest therein, and the reporting herein of such securities shall not be construed as an admission that Mr. Legorreta or any of such Funds is the beneficial owner thereof for purposes of Section 16 of the Exchange Act or for any other purpose. Mr. Legorreta serves on the board of directors of the Issuer as a representative of RPIFT and RPI 2019 ICAV. Each of RPIFT, RPI 2019 ICAV and RP Management may be deemed to be a director by deputization of the Issuer for purposes of Section 16(b)-3(d) of the Exchange Act.
This option was granted on June 11, 2021 with respect to 40,559 shares of common stock, and is scheduled to vest with respect to all shares on the first anniversary of the grant date or, if earlier, immediately prior to the first annual meeting of stockholders occurring after the grant date, subject to Mr. Legorreta's continued service as a director. In the event of a change in control of the Issuer, the option will vest in full.
Consists of shares of common stock issuable under 8,060 restricted stock units ("RSUs") granted on June 11, 2021, which RSUs are scheduled to vest with respect to all shares on the first anniversary of the grant date or, if earlier, immediately prior to the first annual meeting of stockholders occurring after the grant date, subject to Mr. Legorreta's continued service as a director. Each RSU represents the right to receive one share of common stock upon vesting. In the event of a change in control of the Issuer, the RSUs will vest in full.