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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT 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) | ||
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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 | ||||||||
| Non-Qualified Stock Option (Right to Buy) | $ 57.08 | 08/30/2024 | A(2) | 51,039 | 09/01/2025 | 08/30/2034 | Common Stock | 51,039 | $ 0 | 51,039 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Pletcher Brett A 350 OYSTER POINT BLVD SOUTH SAN FRANCISCO, CA 94080 |
EVP, Chief Legal Officer | |||
| /s/ John O. Faurescu, attorney-in-fact for Mr. Pletcher | 09/03/2024 | |
| **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) | Inducement grant comprised of restricted stock units ("RSUs") that are converted into shares of common stock on a 1:1 basis upon time based vesting. 40% of the RSUs vest on the 1-year anniversary of the grant date, an additional 40% of the RSUs vest on the 2-year anniversary of the grant date, and the remaining 20% of the RSUs vest on the 3-year anniversary of the grant date, in each case subject to the grantee's continued employment with the company. |
| (2) | Inducement grant comprised of stock options to purchase shares of common stock subject to time lapse vesting. 25% of the stock options vest on the 1-year anniversary of the grant date and the remaining 75% of the stock options vest in equal monthly installments over the subsequent 3 years to the 1-year anniversary of the grant date, with each installment vesting subject to the grantee's continued employment with the company. |