Allen Andrew R was granted 47,873 shares and sold $18,156 worth of shares (24,263 units at $0.75), increasing direct ownership by 2% to 985,360 units (SEC Form 4)
$GRTS
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Gritstone bio, Inc. [ GRTS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/15/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 05/15/2024 | A | 47,873(1) | A | $0 | 1,009,623(2) | D | |||
| Common Stock | 05/16/2024 | S(3) | 24,263 | D | $0.7483(4) | 985,360 | D | |||
| Common Stock | 1,449,275 | I | See footnote(5) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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 | ||||||||
| Stock Option (Right to Buy) | $0.75 | 05/15/2024 | A | 615,000 | (6) | 05/14/2034 | Common Stock | 615,000 | $0 | 615,000 | D | ||||
| Explanation of Responses: |
| 1. Represents Performance Stock Units ("PSUs") granted on March 22, 2024 that were earned by the Reporting Person as a result of the achievement of certain performance criteria as certified by the Issuer's Board of Directors on May 15, 2024. The PSUs vest over one year; 1/2 vested on May 15, 2024, and thereafter the remaining 1/2 will vest on May 15, 2025, subject to the continuing service of the Reporting Person on such vesting date. Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. |
| 2. Includes 870,362 Restricted Stock Units ("RSUs") and PSUs which are subject to vesting. |
| 3. The sale of shares is for the sole purpose of covering the Reporting Person's tax liability with respect to the settlement of PSUs. |
| 4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.735 to $0.7616 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 5. The shares are held in the name of the Reporting Person's revocable trust of which the Reporting Person is a co-trustee. The Reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein. |
| 6. The option vests as to 1/2 of the total grant on September 30, 2024, with the remainder of grant vesting on September 30, 2025, subject to the continued service of the Reporting Person on each vesting date. |
| /s/ Vassiliki Economides, Attorney-in-Fact for Andrew R. Allen | 05/17/2024 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||