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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) | $ 1.66 | 03/07/2012 | D | 340,772 | (1) | 05/04/2016 | Common Stock | 340,772 | $ 9.34 | 0 | D | ||||
Stock Option (right to buy) | $ 2.56 | 03/07/2012 | D | 750,000 | (1) | 06/10/2017 | Common Stock | 750,000 | $ 8.44 | 0 | D | ||||
Stock Option (right to buy) | $ 1.75 | 03/07/2012 | D | 192,857 | (1) | 03/31/2018 | Common Stock | 192,857 | $ 9.25 | 0 | D | ||||
Stock Option (right to buy) | $ 3.16 | 03/07/2012 | D | 158,333 | (1) | 04/01/2019 | Common Stock | 158,333 | $ 7.84 | 0 | D | ||||
Stock Option (right to buy) | $ 8.08 | 03/07/2012 | D | 340,000 | (1) | 04/01/2020 | Common Stock | 340,000 | $ 2.92 | 0 | D | ||||
Stock Option (right to buy) | $ 5.83 | 03/07/2012 | D | 310,000 | (1) | 03/01/2021 | Common Stock | 310,000 | $ 5.17 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Itin Christian C/O MICROMET GMBH STAFFELSEESTRASSE 2 MUNICH, 2M 81477 |
President and CEO |
/s/ Janet Hanson, attorney-in-fact | 03/09/2012 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | This option was cancelled and converted into the right to receive in cash the amount per share by which $11.00 exceeds the exercise price of the option, subject to any applicable tax witholdings (such amount, the "Option Spread"), upon the effective time of the merger of Armstrong Acquisition Corp. with and into Micromet, Inc. pursuant to that certain Agreement and Plan of Merger by and among Amgen Inc., Armstrong Acquisition Corp. and Micromet, Inc. dated January 25, 2012 (the "Merger Agreement"). The Option Spread for the unvested portion of the option, if any, will be paid in accordance with the schedule described in the Merger Agreement. |