Seres Therapeutics Inc.
10/29/2024 | Press release | Distributed by Public on 10/29/2024 16:28
Statement of Changes in Beneficial Ownership - Form 4
Ownership Submission
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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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(e.g., puts, calls, warrants, options, convertible securities)
| 1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
| Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owners
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Henn Matthew R. C/O SERES THERAPEUTICS, INC. 101 CAMBRIDGE PARK DRIVE CAMBRIDGE, MA02140 |
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See Remarks |
Signatures
| /s/ Thomas J. DesRosier, attorney-in-fact for Matthew R. Henn | 2024-10-29 |
| **Signature of Reporting Person | Date |
Explanation of Responses:
| (*) | 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). |
| (1) | On February 3, 2023, the reporting person was granted an award of 25,245 restricted stock units ("RSUs"), which vest in the form of shares of the Issuer's common stock in two substantially equal installments upon the satisfaction of certain performance criteria. On April 27, 2023 (the "Initial Milestone Date"), the Issuer's Administrator determined that the performance criteria for the first installment were met, resulting in the vesting and settlement of the award as to 12,623 RSUs on October 27, 2023, the date that was six months from the Initial Milestone Date. The remaining 12,622 RSUs vested and settled on October 27, 2024, the date that was eighteen months from the Initial Milestone Date. |
| (2) | Each RSU represents a contingent right to receive one share of Issuer common stock. The RSUs do not have an expiration date. |
| (3) | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 instruction adopted by the reporting person on April 13, 2023, solely with the intent to cover taxes in connection with the vesting of the restricted stock units. |
| (4) | The price reported in column 4 is a weighted average of the sale prices. These shares were sold in multiple transactions at prices ranging from $0.69 to $ 0.69605, 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. |