Syage Jack bought FWBI

March 13, 2024 · Form 4 insider transaction

Syage Jack bought 4,920.037 shares of FWBI, a transaction worth N/A. The trade was recorded as grant or award and disclosed on an SEC Form 4, filed 2 days after the transaction.

Direction
Acquired (buy-side)
Shares
4,920.037
Price
N/A
Total value
N/A
InsiderSyage Jack
Role—
CompanyFWBI
SecuritySeries G Non-Voting Convertible Preferred Stock
Transaction codeA: Grant or award
Transaction dateMarch 13, 2024
Filing dateMarch 15, 2024
Shares owned after4,920
OwnershipIndirect
10b5-1 planNo
AmendedNo

Footnotes

Held directly by the Jack A. Syage and Elizabeth T. Syage Revocable Trust Dated November 30, 1999, in which the Reporting Person and his spouse serve as the Trustees. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.; On March 13, 2024, the Issuer acquired ImmunogenX, Inc. ("ImmunogenX") in accordance with the terms of the Agreement and Plan of Merger, dated March 13, 2024, by and among the Issuer, IMMUNO Merger Sub I, Inc., IMMUNO Merger Sub II, LLC, and ImmunogenX (the "Merger"). The shares of common stock, par value $0.0001 per share (the "Common Stock"), of the Issuer and the shares of Series G Preferred Stock, par value $0.0001 per share (the "Preferred Stock") of the Issuer were received by the Reporting Person in the Merger in exchange for an aggregate of 352,000 shares of common stock, par value $0.0001, of ImmunogenX and 1,375,427 shares of preferred stock, par value $0.0001 per share, of ImmunogenX.; The shares of Preferred Stock will automatically convert into shares of Common Stock at a ratio of 1-for-1,000 on the third business day after the date that the Issuer's stockholders approve the conversion of the Preferred Stock into shares of Common Stock, subject to certain beneficial ownership limitations. The Preferred Stock contains a conversion limitation prohibiting the Reporting Person from converting the Preferred Stock until such time as the Reporting Person would not beneficially own after such conversion more than 19.9% of the then issued and outstanding Common Stock. Due to this blocker, the Preferred Stock would not fully convertible at this time upon stockholder approval. The blocker percentage may be decreased to 4.9% or otherwise adjusted by the Reporting Person upon 61 days' notice to the Issuer.; The Preferred Stock is perpetual and therefore has no expiration date.

View the original Form 4 on SEC EDGAR
Syage Jack bought FWBI: March 13, 2024 | Insider Trading Screener