Luna Innovations Incorporated

07/01/2024 | Press release | Distributed by Public on 07/01/2024 19:35

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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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1. Name and Address of Reporting Person *
VITALE MARY BETH
2. Issuer Name and Ticker or Trading Symbol
LUNA INNOVATIONS INC [LUNA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O LUNA INNOVATIONS INCORPORATED , 301 1ST STREET, SW, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
(Street)
ROANOKE VA 24011
4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) 6. Ownership Form: Direct (D) or Indirect (I) 7. Nature of Indirect Beneficial Ownership
Code V Amount (A) or (D) Price
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(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
VITALE MARY BETH
C/O LUNA INNOVATIONS INCORPORATED
301 1ST STREET, SW, SUITE 200
ROANOKE, VA24011 		X

Signatures

/s/ Ryan Stewart, Attorney-in-Fact 2024-07-01
**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) Consists of stock units that are convertible into issuer's common stock on a 1-for-1 basis.
(2) This grant was awarded in connection with Ms. Vitale's service as a member of the board of directors and lead independent director, pursuant to the issuer's non-employee director compensation policy. The number of stock units awarded is equal to the amount of $82,000 divided by $3.44, the closing price of the issuer's stock on the Nasdaq Capital Market on June 27, 2024, the date of grant.
(3) The stock units vest upon the one year anniversary of the grant date, and subject to vesting, will become issuable in common stock of the issuer at the election of the Reporting Person upon the earliest to occur of the Reporting Person's termination of service, a change in control of the issuer, an unforeseeable emergency, or a fixed date selected by the Reporting Person. The stock units have no expiration date.
(4) This grant was made pursuant to the issuer's non-employee director compensation policy, as compensation for Ms. Vitale's service as the lead independent director of the board of directors for the period from July 1, 2024 to September 30, 2024. The number of stock units is equal to $13,250.00 divided by $2.95, the price of the issuer's common stock on the Nasdaq Capital Market on July 1, 2024, the first trading day of the quarter. The Reporting Person elected to receive fees in stock units.
(5) The stock units become issuable in common stock of the issuer at the election of the Reporting Person upon the earliest to occur of the Reporting Person's termination of service, a change in control of the issuer, an unforeseeable emergency, or a fixed date selected by the Reporting Person. The units have no expiration date.
(6) This grant was made pursuant to issuer's non-employee director compensation policy, as compensation for Ms. Vitale's service as the chair of the nominating and governance committee of the board of directors for the period from July 1, 2024 to September 30, 2024. The number of stock units is equal to $2,750.00 divided by $2.95, the closing price of issuer's common stock on the Nasdaq Capital Market on July 1, 2024, the first trading day of the quarter. The Reporting Person elected to receive fees in stock units.
(7) This grant was made pursuant to the issuer's non-employee director compensation policy, as compensation for Ms. Vitale's service on the audit committee of the board of directors for the period from July 1, 2024 to September 30, 2024. The number of stock units is equal to $1,250.00 divided by $2.95, the closing price of issuer's common stock on Nasdaq Capital Market on July 1, 2024, the first trading day of the quarter. The Reporting Person elected to receive fees in stock units.
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.