SEC Form 4: Bain Linda converted options into 15,226 shares and sold $6,753 worth of shares (4,934 units at $1.37), increasing direct ownership by 330% to 13,412 units to cover taxes
$CDAK
Medicinal Chemicals and Botanical Products
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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Codiak BioSciences, Inc. [ CDAK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/16/2022 | ||||||||||||||||||||||||||
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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 | 08/16/2022 | M | 7,613 | A | (1) | 10,733 | D | |||
| Common Stock | 08/17/2022 | S(2) | 2,364 | D | $2.2129 | 8,369 | D | |||
| Common Stock | 02/16/2023 | M | 7,613 | A | (1) | 15,982 | D | |||
| Common Stock | 02/17/2023 | S(2) | 2,570 | D | $0.5922 | 13,412 | D | |||
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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 | ||||||||
| Restricted Stock Units | (3) | 08/16/2022 | M | 7,613 | (4) | (4) | Common Stock | 7,613 | $0.00 | 22,837 | D | ||||
| Restricted Stock Units | (3) | 02/16/2023 | M | 7,613 | (4) | (4) | Common Stock | 7,613 | $0.00 | 15,224 | D | ||||
| Explanation of Responses: |
| 1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis. |
| 2. The sales reported in this Form 4 were effected to cover tax withholding obligations in connection with the vesting of RSUs pursuant to a "sell to cover" provision included in the RSU Agreement. |
| 3. Each RSU represents a contingent right to receive one share of common stock. |
| 4. On February 16, 2022, the reporting person was granted 30,450 RSUs, vesting in four equal installments every six months beginning on the six month anniversary of the grant date. |
| Remarks: |
| /s/ Yalonda Howze, Attorney-in-Fact for Linda Bain | 02/21/2023 | |
| ** 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. | ||