FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BridgeBio Pharma, Inc. [ BBIO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/19/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 05/19/2020 | A(1) | 83,541 | A | $0.00 | 245,903 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (2) | 05/19/2020 | A | 205,000 | (3) | (2) | Common Stock | 205,000 | $0.00 | 205,000 | D | ||||
Stock Option (Right to Buy) | $0.28 | 05/19/2020 | A(4) | 7,335 | 05/19/2020 | 11/13/2027 | Common Stock | 7,335 | $0.00 | 7,335 | D | ||||
Stock Option (Right to Buy) | $0.28 | 05/19/2020 | A(4) | 1,019 | 05/19/2020 | 05/07/2028 | Common Stock | 1,019 | $0.00 | 1,019 | D | ||||
Stock Option (Right to Buy) | $0.16 | 05/19/2020 | A(4) | 39,487 | (5) | 08/26/2028 | Common Stock | 39,487 | $0.00 | 39,487 | D | ||||
Stock Option (Right to Buy) | $4.13 | 05/19/2020 | A(4) | 7,778 | (6) | 05/28/2029 | Common Stock | 7,778 | $0.00 | 7,778 | D | ||||
Stock Option (Right to Buy) | $1.65 | 05/19/2020 | A(4) | 3,351 | (7) | 06/10/2029 | Common Stock | 3,351 | $0.00 | 3,351 | D | ||||
Stock Option (Right to Buy) | $4.22 | 05/19/2020 | A(4) | 13,932 | 05/19/2020 | 09/24/2029 | Common Stock | 13,932 | $0.00 | 13,932 | D | ||||
Stock Option (Right to Buy) | $1.05 | 05/19/2020 | A(4) | 45,027 | 05/19/2020 | 09/24/2029 | Common Stock | 45,027 | $0.00 | 45,027 | D | ||||
Stock Option (Right to Buy) | $2.29 | 05/19/2020 | A(4) | 19,271 | (8) | 06/24/2028 | Common Stock | 19,271 | $0.00 | 19,271 | D | ||||
Stock Option (Right to Buy) | $1.05 | 05/19/2020 | A(4) | 18,365 | 05/19/2020 | 12/17/2029 | Common Stock | 18,365 | $0.00 | 18,365 | D |
Explanation of Responses: |
1. The shares were acquired in connection with an equity exchange program involving the issuance of equity awards under the Issuer's 2019 Stock Option and Incentive Plan in exchange for existing equity held by the Reporting Person in privately-held subsidiaries of the Issuer (each, a "Subsidiary" and collectively, the "Subsidiaries"). |
2. Restricted Stock Units are convertible to Common Stock on a 1 for 1 basis and have no expiration date. |
3. 6.25% of the units will vest on August 16, 2020 and an additional 6.25% of the units will vest in quarterly installments on the 16th day of February, May, August and November until fully vested, subject to the Reporting Person's continued service with the Issuer or any of its Subsidiaries through each applicable vesting date. |
4. The option was acquired in connection with an equity exchange program involving the issuance of equity awards under the Issuer's 2019 Stock Option and Incentive Plan in exchange for existing equity held by the Reporting Person in Subsidiaries of the Issuer. The number of option shares and per share exercise price of the new option was determined based on the number of shares and per share exercise price of the subsidiary option at a certain exchange ratio. |
5. 34,901 shares subject to the stock option were vested as of the date of acquisition, 1,246 shares shall vest May 22, 2020, and 3,340 shares shall vest in monthly installments over the next 3 months thereafter, in each case so long as the Reporting Person continues to have a service relationship with the Issuer or a Subsidiary on each such date. |
6. 5,654 shares subject to the stock option were vested as of the date of acquisition, 514 shares shall vest on May 29, 2020, and 1,610 shares shall vest in monthly installments over the next 4 months thereafter, in each case so long as the Reporting Person continues to have a service relationship with the Issuer or a Subsidiary on each such date. |
7. 2,030 shares shall vest and become exercisable on June 11, 2020, and 1,321 shares shall vest and become exercisable in monthly installments over the next 8 months thereafter, in each case so long as the Reporting Person continues to have a service relationship with the Issuer or a Subsidiary on each such date. |
8. 10,840 shares subject to the stock option were vested as of the date of acquisition, 402 shares shall vest on May 23, 2020, and 8,029 shares shall vest in monthly installments over the next 20 months thereafter, in each case so long as the Reporting Person continues to have a service relationship with the Issuer or a Subsidiary on each such date. |
Remarks: |
/s/ Tara Condon, Attorney-in-Fact | 05/21/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |