|
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 |
|
| |||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $ 1.08 | 12/07/2018 | A | 60,179 | (2) | 08/29/2022 | Common Stock | 60,179 | (3) | 60,179 | D | ||||
Employee Stock Option (right to buy) | $ 4.44 | 12/07/2018 | A | 151,600 | (4) | 01/27/2026 | Common Stock | 151,600 | (5) | 151,600 | D | ||||
Employee Stock Option (right to buy) | $ 16.4 | 12/07/2018 | A | 174,839 | (6) | 08/23/2028 | Common Stock | 174,839 | (7) | 174,839 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Owens Julia C. C/O MILLENDO THERAPEUTICS, INC. 301 N. MAIN ST., SUITE 100 ANN ARBOR, MI 48104 |
X | President and CEO |
/s/ Jeffery M. Brinza, Attorney-in-Fact | 12/11/2018 | |
**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) | Received in exchange for 1,000,000 shares of Millendo Therapeutics, Inc. ("Millendo") common stock in connection with merger of Millendo Therapeutics, Inc. into the Issuer (the "Merger"). |
(2) | Fully vested. |
(3) | Received in connection with the Merger in exchange for a stock option to acquire 808,867 shares of Millendo common stock for $0.08 per share. |
(4) | Twenty-five percent (25%) of the shares subject to the option vested on January 28, 2017, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date. |
(5) | Received in connection with the Merger in exchange for a stock option to acquire 2,037,648 shares of Millendo common stock for $0.33 per share. |
(6) | Twenty-five percent (25%) of the shares subject to the option shall vest on August 20, 2019, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date. |
(7) | Received in connection with the Merger in exchange for a stock option to acquire 2,350,000 shares of Millendo common stock for $1.22 per share. |