secwatch / observer
8-K filed April 27, 2023, 7:59 PM ET CIK 0001695357
M&A confidence high sentiment neutral materiality 0.90

Provention Bio, Inc.: M&A transaction — Sanofi completes acquisition of Provention Bio for $25.00 per share

Provention Bio, Inc.

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Rita Jain

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
Appointed

Michael Tolpa

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
Michael Tolpa, the sole director of Purchaser immediately prior to the Effective Time, became the sole director of the Company as the surviving corporation.
Appointed

Eleanor L. Ramos

Chief Medical Officer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(iv) Eleanor L. Ramos, Chief Medical Officer
Appointed

Olivier Bogillot

President
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(i) Olivier Bogillot, President
Appointed

Francisco Leon

Chief Scientific Officer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(iii) Francisco Leon, Chief Scientific Officer
Appointed

Stacy Apgar

Assistant Secretary
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(ix) Stacy Apgar, Assistant Secretary
Departed

Nancy Wysenski

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
Departed

John Jenkins

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
Appointed

Michael Tolpa

President
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
Michael Tolpa, the President and sole officer of Purchaser immediately prior to the Effective Time became the President and sole officer of the Company as the surviving corporation.
Appointed

Benedict Osorio

Chief Quality Officer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(vi) Benedict Osorio, Chief Quality Officer
Departed

Wayne Pisano

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
Appointed

Debora Pellicano

Vice President, Chief Financial Officer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(ii) Debora Pellicano, Vice President, Chief Financial Officer
Appointed

Jamie Haney

Secretary
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(viii) Jamie Haney, Secretary
Appointed

Jason Hoitt

Chief Commercial Officer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(v) Jason Hoitt, Chief Commercial Officer
Departed

Ashleigh Palmer

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
Appointed

Debora Pellicano

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
Aventis, Inc., as the sole stockholder of the Company (“Aventis”), passed resolutions appointing Olivier Bogillot and Debora C. Pellicano as the sole directors of the Company.
Appointed

Christina Yi

Chief Operations Officer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(vii) Christina Yi, Chief Operations Officer
Departed

Avery Catlin

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
Role change

Michael Tolpa

Treasurer
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
(x) Michael Tolpa, Treasurer
Appointed

Olivier Bogillot

Director
Provention Bio, Inc.
Filed
April 27, 2023, 7:59 PM ET
Aventis, Inc., as the sole stockholder of the Company (“Aventis”), passed resolutions appointing Olivier Bogillot and Debora C. Pellicano as the sole directors of the Company.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Rita Jain resigned as Director at Provention Bio, Inc..

Action
resigned
Role
Director
Exact text from the filing
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Michael Tolpa was appointed as Director at Provention Bio, Inc..

Action
appointed
Role
Director
Exact text from the filing
Michael Tolpa, the sole director of Purchaser immediately prior to the Effective Time, became the sole director of the Company as the surviving corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Eleanor L. Ramos was appointed as Chief Medical Officer at Provention Bio, Inc..

Action
appointed
Role
Chief Medical Officer
Exact text from the filing
(iv) Eleanor L. Ramos, Chief Medical Officer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Olivier Bogillot was appointed as President at Provention Bio, Inc..

Action
appointed
Role
President
Exact text from the filing
(i) Olivier Bogillot, President
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Francisco Leon was appointed as Chief Scientific Officer at Provention Bio, Inc..

Action
appointed
Role
Chief Scientific Officer
Exact text from the filing
(iii) Francisco Leon, Chief Scientific Officer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Stacy Apgar was appointed as Assistant Secretary at Provention Bio, Inc..

Action
appointed
Role
Assistant Secretary
Exact text from the filing
(ix) Stacy Apgar, Assistant Secretary
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Nancy Wysenski resigned as Director at Provention Bio, Inc..

Action
resigned
Role
Director
Exact text from the filing
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

John Jenkins resigned as Director at Provention Bio, Inc..

Action
resigned
Role
Director
Exact text from the filing
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Michael Tolpa was appointed as President at Provention Bio, Inc..

Action
appointed
Role
President
Exact text from the filing
Michael Tolpa, the President and sole officer of Purchaser immediately prior to the Effective Time became the President and sole officer of the Company as the surviving corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Benedict Osorio was appointed as Chief Quality Officer at Provention Bio, Inc..

Action
appointed
Role
Chief Quality Officer
Exact text from the filing
(vi) Benedict Osorio, Chief Quality Officer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Wayne Pisano resigned as Director at Provention Bio, Inc..

Action
resigned
Role
Director
Exact text from the filing
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Debora Pellicano was appointed as Vice President, Chief Financial Officer at Provention Bio, Inc..

Action
appointed
Role
Vice President, Chief Financial Officer
Exact text from the filing
(ii) Debora Pellicano, Vice President, Chief Financial Officer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jamie Haney was appointed as Secretary at Provention Bio, Inc..

Action
appointed
Role
Secretary
Exact text from the filing
(viii) Jamie Haney, Secretary
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jason Hoitt was appointed as Chief Commercial Officer at Provention Bio, Inc..

Action
appointed
Role
Chief Commercial Officer
Exact text from the filing
(v) Jason Hoitt, Chief Commercial Officer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Ashleigh Palmer resigned as Director at Provention Bio, Inc..

Action
resigned
Role
Director
Exact text from the filing
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Debora Pellicano was appointed as Director at Provention Bio, Inc..

Action
appointed
Role
Director
Exact text from the filing
Aventis, Inc., as the sole stockholder of the Company (“Aventis”), passed resolutions appointing Olivier Bogillot and Debora C. Pellicano as the sole directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Christina Yi was appointed as Chief Operations Officer at Provention Bio, Inc..

Action
appointed
Role
Chief Operations Officer
Exact text from the filing
(vii) Christina Yi, Chief Operations Officer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Avery Catlin resigned as Director at Provention Bio, Inc..

Action
resigned
Role
Director
Exact text from the filing
each of the directors of the Company (Ashleigh Palmer; Avery Catlin; Rita Jain; John Jenkins; Wayne Pisano; and Nancy Wysenski) resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Michael Tolpa was appointed as Treasurer at Provention Bio, Inc..

Action
appointed
Role
Treasurer
Exact text from the filing
(x) Michael Tolpa, Treasurer
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Olivier Bogillot was appointed as Director at Provention Bio, Inc..

Action
appointed
Role
Director
Exact text from the filing
Aventis, Inc., as the sole stockholder of the Company (“Aventis”), passed resolutions appointing Olivier Bogillot and Debora C. Pellicano as the sole directors of the Company.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Provention Bio, Inc. underwent a change of control involving Sanofi S.A. for $25.00 per Share (closed 2023-04-27).

Action
change of control
Counterparty
Sanofi S.A.
Consideration
$25.00 per Share
Closing
2023-04-27
Exact text from the filing
a tender offer (the “Offer”) to purchase all of the issued and outstanding shares (the “Shares”) of common stock, par value $0.0001 per share, of the Company at a price of $25.00 per Share, to the seller in cash, without interest, but subject to any applicable withholding of taxes (the “Offer Price”) upon the terms and subject to the conditions set forth
View on SEC.gov

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Source: SEC EDGAR
accession 0001493152-23-013783
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