SEC Form 4
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*
Firmani Lori

(Last) (First) (Middle)
C/O SPRING BANK PHARMACEUTCALS, INC.
35 PARKWOOD DRIVE, SUITE 210

(Street)
HOPKINTON MA 01748

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
F-star Therapeutics, Inc. [ SBPH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP of Finance and Treasurer
3. Date of Earliest Transaction (Month/Day/Year)
11/19/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 11/19/2020 M 3,750 A (1) 5,542 D
Common Stock 11/19/2020 A 12,500 A (1) 18,042 D
Common Stock 11/20/2020 S 175 D $4.76(3) 17,867 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 (1) 11/19/2020 M 3,750 (2) (2) Common Stock 3,750 $0 0 D
Explanation of Responses:
1. Restricted stock units ("RSUs") converted into common stock on a one-for-one basis.
2. All unvested issued and outstanding RSUs accelerated and vested in full in connection with the closing of the business combination with F-star Therapeutics Limited.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.64 to $4.88 per share. The Reporting Person undertakes to provide to Issuer any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein.
Remarks:
Exhibit 24: Power of attorney. On November 20, 2020, Spring Bank Pharmaceuticals, Inc. (the "Issuer") acquired the entire issued and outstanding share capital of F-star Therapeutics Limited pursuant to an exchange agreement. The combined company will operate under the name F-star Therapeutics, Inc ("F-Star"). All securities reported on this Form 4 reflect a one-for-four reverse stock split effective November 23, 2020.
/s/ John Hogoboom, attorney-in-fact for Lori Firmani 11/23/2020
** 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).
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