SEC Form 4 filed by CHIEF DEVELOPMENT OFFICER Seyedkazemi Setareh
$ADVM
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
Adverum Biotechnologies, Inc. [ ADVM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/17/2025 | ||||||||||||||||||||||||||
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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 | ||||||
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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) | $17.3(1) | 06/17/2025 | D(2) | 42,500(1) | (3) | 01/05/2032 | Common Stock | 42,500(1) | $0 | 0 | D | ||||
| Stock Option (Right to Buy) | $10.14 | 06/17/2025 | A(2) | 42,500(1) | (3) | 01/05/2032 | Common Stock | 42,500(1) | $0 | 42,500(1) | D | ||||
| Stock Option (Right to Buy) | $12.9(1) | 06/17/2025 | D(4) | 8,500(1) | (5) | 03/07/2032 | Common Stock | 8,500(1) | $0 | 0 | D | ||||
| Stock Option (Right to Buy) | $10.14 | 06/17/2025 | A(4) | 8,500(1) | (5) | 03/07/2032 | Common Stock | 8,500(1) | $0 | 8,500(1) | D | ||||
| Stock Option (Right to Buy) | $19.9(1) | 06/10/2025 | D(6) | 40,000(1) | (7) | 02/11/2034 | Common Stock | 40,000(1) | $0 | 0 | D | ||||
| Stock Option (Right to Buy) | $10.14 | 06/17/2025 | A(6) | 40,000(1) | (7) | 02/11/2034 | Common Stock | 40,000(1) | $0 | 40,000(1) | D | ||||
| Explanation of Responses: |
| 1. Effective March 21, 2024, the Issuer effected a reverse stock split (the "Reverse Split") whereby every ten shares of its issued and outstanding Common Stock were automatically combined into one share of Common Stock. In connection with the Reverse Split, each stock option to purchase ten shares of Common Stock was automatically combined into a stock option to purchase one share of Common Stock and the exercise prices of such options were multiplied by ten. |
| 2. The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 6, 2022. |
| 3. Twenty-five percent (25%) of the total number of shares subject to the option vested and became exercisable on the first anniversary of January 6, 2022, and 1/48 of the total number of shares subject to the option vest and become exercisable each month thereafter, such that all of the shares subject to the option shall become vested and exercisable as of January 6, 2026, provided the Reporting Person continues to provide Continuous Service (as defined in the Issuer's 2014 Equity Incentive Plan) on each such vesting date. |
| 4. The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on March 8, 2022. |
| 5. The options vest in equal monthly installments over two years from August 16, 2023, such that all of the shares subject to the option shall become vested and exercisable as of August 16, 2025, provided the Reporting Person continues to provide Continuous Service (as defined in the Issuer's 2014 Equity Incentive Plan) on each such vesting date. |
| 6. The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on February 12, 2024. |
| 7. Twenty-five percent (25%) of the total number of shares subject to the option vested and became exercisable on the first anniversary of February 12, 2024, and 1/48 of the total number of shares subject to the option vest and become exercisable each month thereafter, such that all of the shares subject to the option shall become vested and exercisable as of February 12, 2028, provided the Reporting Person continues to provide Continuous Service (as defined in the Issuer's 2014 Equity Incentive Plan) on each such vesting date. |
| /s/ Aneta Fergson, Attorney-in-Fact | 06/20/2025 | |
| ** 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 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. | ||