| 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)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
First Tracks Biotherapeutics, Inc. [ TRAX ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 04/20/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| 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 | 11,864(1) | D | ||||||||
| 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) | $5.91 | 04/20/2026 | A(2) | 10,600 | (3) | 04/02/2033 | Common Stock | 10,600 | $0 | 10,600 | D | ||||
| Stock Option (right to buy) | $5.91 | 04/20/2026 | A(2) | 8,015 | (3) | 04/02/2033 | Common Stock | 8,015 | $0 | 8,015 | D | ||||
| Stock Option (right to buy) | $5.67 | 04/20/2026 | A(2) | 16,510 | (3) | 01/02/2034 | Common Stock | 16,510 | $0 | 16,510 | D | ||||
| Stock Option (right to buy) | $3.97 | 04/20/2026 | A(2) | 16,510 | (3) | 01/06/2035 | Common Stock | 16,510 | $0 | 16,510 | D | ||||
| Stock Option (right to buy) | $11.75 | 04/20/2026 | A(2) | 5,500 | (4) | 01/06/2036 | Common Stock | 5,500 | $0 | 5,500 | D | ||||
| Restricted Stock Unit | (5) | 04/20/2026 | A(6) | 1,300 | (7) | (7) | Common Stock | 1,300 | $0 | 1,300 | D | ||||
| Restricted Stock Unit | (5) | 04/20/2026 | A(6) | 6,030 | (8) | (8) | Common Stock | 6,030 | $0 | 6,030 | D | ||||
| Restricted Stock Unit | (5) | 04/20/2026 | A(6) | 4,000 | (9) | (9) | Common Stock | 4,000 | $0 | 4,000 | D | ||||
| Explanation of Responses: |
| 1. Consists of shares of common stock received in connection with the spin-off of First Tracks Biotherapeutics, Inc. ("First Tracks") from AnaptysBio, Inc. ("AnaptysBio"). |
| 2. Effective as of a pro rata distribution by AnaptysBio to holders of its shares of common stock pursuant to the Separation and Distribution Agreement dated as of April 20, 2026, by and between AnaptysBio and First Tracks (the "Separation Agreement"), each outstanding option to acquire AnaptysBio shares of common stock was adjusted so that such option became an option to acquire First Tracks shares of common stock and an option to acquire AnaptysBio shares of common stock. As a result, the Reporting Person acquired options to acquire First Tracks shares of common stock in an amount determined in accordance with the Separation Agreement. |
| 3. The stock option is fully vested and exercisable. |
| 4. The stock option vests as to 1/12 of the total shares monthly commencing on February 6, 2026 until fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 5. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration. |
| 6. Effective as of a pro rata distribution by AnaptysBio to holders of its shares of common stock pursuant to the Separation Agreement, each outstanding RSU with respect to AnaptysBio shares of common stock was adjusted so that such RSU became an RSU with respect to First Tracks shares of common stock and an RSU with respect to AnaptysBio's shares of common stock. As a result, the Reporting Person acquired RSU s with respect to First Tracks shares of common stock in an amount determined in accordance with the Separation Agreement. |
| 7. The RSUs shall vest as to 33.33% of the total shares on June 15, 2024, and thereafter vests as to 33.33% of the total RSUs on June 15, 2025; and as to 33.33% of the total RSUs on June 15, 2026, subject to the provision of services to the Company on each vesting date. |
| 8. The RSUs vests as to 100% of the total RSUs on the date of the Issuer's 2026 annual meeting of shareholders, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| 9. The RSUs vests as to 100% of the total RSUs on the date of the Issuer's 2027 annual meeting of shareholders, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| /s/ Ajim Tamboli, Attorney-in-Fact | 04/22/2026 | |
| ** 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. | ||
| * Form 4: SEC 1474 (03-26) | ||