New insider Merendino Lauren claimed ownership of 28,552 shares (SEC Form 3)
$DAWN
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/26/2025 |
3. Issuer Name and Ticker or Trading Symbol
Day One Biopharmaceuticals, Inc. [ DAWN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 28,552 | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Option (right to buy Common Stock) | (1) | 06/11/2033 | Common Stock | 330,200 | $12.54 | D | |
| Stock Option (right to buy Common Stock) | (2) | 01/04/2034 | Common Stock | 90,000 | $14.44 | D | |
| Stock Option (right to buy Common Stock) | (3) | 01/14/2035 | Common Stock | 90,000 | $11.87 | D | |
| Restricted Stock Units | (4) | (5) | Common Stock | 31,626 | (6) | D | |
| Restricted Stock Units | (7) | (5) | Common Stock | 40,565 | (6) | D | |
| Restricted Stock Units | (8) | (5) | Common Stock | 55,313 | (6) | D | |
| Explanation of Responses: |
| 1. The option vests as to 25% of the total shares on June 12, 2024 and then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested on June 12, 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 2. The option vests as to 1/48th of the total shares monthly, commencing February 5, 2024, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 3. The option vests as to 1/48th of the total shares monthly, commencing February 15, 2025, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 4. The original award of 50,600 restricted stock units ("RSUs") was granted on June 12, 2023, of which 18,974 RSUs have previously vested and settled. The RSUs vested as to 1/4th of the total award on August 15, 2024, and the remaining 3/4 of the award vests in 12 substantially equal quarterly installments thereafter on November 15, February 15, May 15 and August 15, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 5. RSUs do not expire; they either vest or are canceled prior to the vesting date. |
| 6. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. |
| 7. The original award of 59,000 RSUs was granted on January 5, 2024, of which 18,435 RSUs have previously vested and settled. The RSUs vest as to 1/16th of the total award in quarterly installments on February 15, May 15, August 15 and November 15, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 8. The original award of 59,000 RSUs was granted on January 15, 2025, of which 3,687 RSUs have previously vested and settled. The RSUs vest as to 1/16th of the total award in quarterly installments on February 15, May 15, August 15 and November 15, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| /s/ Charles N. York II, as Attorney-in-Fact | 02/28/2025 | |
| ** 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 5 (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. | ||