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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 | ||||||||
| Stock Option (Right to Buy) | $ 129 | 08/31/2024 | D(1) | 75 | (2) | 08/07/2028 | Common Stock | 75 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 75 | (2) | 08/07/2028 | Common Stock | 75 | $ 0 (1) | 75 | D | ||||
| Stock Option (Right to Buy) | $ 129 | 08/31/2024 | D(1) | 188 | (2) | 08/07/2028 | Common Stock | 188 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 188 | (2) | 08/07/2028 | Common Stock | 188 | $ 0 (1) | 188 | D | ||||
| Stock Option (Right to Buy) | $ 45 | 08/31/2024 | D(1) | 250 | (2) | 03/18/2029 | Common Stock | 250 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 250 | (2) | 03/18/2029 | Common Stock | 250 | $ 0 (1) | 250 | D | ||||
| Stock Option (Right to Buy) | $ 123 | 08/31/2024 | D(1) | 28 | (2) | 04/17/2029 | Common Stock | 28 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 28 | (2) | 04/17/2029 | Common Stock | 28 | $ 0 (1) | 28 | D | ||||
| Stock Option (Right to Buy) | $ 123 | 08/31/2024 | D(1) | 70 | (2) | 04/17/2029 | Common Stock | 70 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 70 | (2) | 04/17/2029 | Common Stock | 70 | $ 0 (1) | 70 | D | ||||
| Stock Option (Right to Buy) | $ 42.8 | 08/31/2024 | D(1) | 375 | (2) | 01/16/2030 | Common Stock | 375 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 375 | (2) | 01/16/2030 | Common Stock | 375 | $ 0 (1) | 375 | D | ||||
| Stock Option (Right to Buy) | $ 26 | 08/31/2024 | D(1) | 200 | (2) | 07/02/2030 | Common Stock | 200 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 200 | (2) | 07/02/2030 | Common Stock | 200 | $ 0 (1) | 200 | D | ||||
| Stock Option (Right to Buy) | $ 42 | 08/31/2024 | D(1) | 1,250 | (2) | 01/04/2031 | Common Stock | 1,250 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 1,250 | (2) | 01/04/2031 | Common Stock | 1,250 | $ 0 (1) | 1,250 | D | ||||
| Stock Option (Right to Buy) | $ 64.4 | 08/31/2024 | D(1) | 1,250 | (2) | 03/08/2031 | Common Stock | 1,250 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 1,250 | (2) | 03/08/2031 | Common Stock | 1,250 | $ 0 (1) | 1,250 | D | ||||
| Stock Option (Right to Buy) | $ 30.8 | 08/31/2024 | D(1) | 2,000 | (2) | 01/11/2032 | Common Stock | 2,000 | $ 0 (1) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 6.56 (3) | 08/31/2024 | A(1) | 2,000 | (2) | 01/11/2032 | Common Stock | 2,000 | $ 0 (1) | 2,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| LAPORTE KATHLEEN C/O PRECIPIO, INC. 4 SCIENCE PARK NEW HAVEN, CT 06511 |
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| /s/ LaPorte Kathleen | 09/06/2024 | |
| **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) | On August 30, 2024, the Issuer's Board of Directors approved an option repricing (the "Repricing"), effective as of August 31, 2024 (the "Effective Date"). All of the other terms of the options remain unchanged. Such transactions were exempt pursuant to Rule 16b-6(d) and Rule 16b-3 of the Exchange Act, as applicable. |
| (2) | This stock option award was issued pursuant to the Company's Amended and Restated 2017 Stock Option and Incentive Plan, as amended, (the "2017 Plan") and becomes exercisable in accordance with the vesting schedule specified in the award agreement and as previously reported on applicable Form-4, subject to the Reporting Person's continued service with the Issuer as of the applicable vesting date. |
| (3) | The exercise price of the option is $6.56 per share, representing the fair market value per share of the Issuer's Common Stock on the Effective Date; provided that the repriced option will revert to its original exercise price if, prior to the first anniversary of the Effective Date, (a) the Reporting Person's service with the Issuer is terminated by the Issuer with cause or by the Reporting Person or (b) the option is exercised. |