04/09/2026 | Press release | Distributed by Public on 04/09/2026 18:02
|
FORM 3
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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 |
|
|
||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| 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 control number. | |||
|
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Option (right to buy) | (2) | 10/31/2035 | Common Stock | 130,100 | $8.18(3) | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Sokolove Jeremy Brett 500 BOYLSTON STREET, SUITE 1350 BOSTON, MA 02116 |
Chief Medical Officer | |||
| /s/ Adi Osovsky Attorney-in-Fact | 04/09/2026 | |
| **Signature of Reporting Person | Date |
| * | 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) | Represents the number of shares underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of common stock of the Issuer. 1/4th of the RSUs shall vest on November 1, 2026, with the remainder vesting in substantially equal quarterly installments over the following 3 years, in each case subject to the Reporting Person's continued service as of each such vesting date. |
| (2) | 1/4th of the shares underlying the option vest on November 1, 2026, with the remainder vesting in substantially equal monthly installments over the following 3 years, in each case subject to the Reporting Person's continued service as of each such vesting date. |
| (3) | On December 5, 2025, the Issuer's Board of Directors approved a stock option award repricing, pursuant to which the exercise price was reduced to $8.18. Under the terms of the stock option award repricing, the exercise price of this award will revert to $24.11 if the option is exercised prior to the earliest of (i) December 5, 2027; (ii) a Change in Control during the option holder's Continuous Service (each as defined in the Issuer's 2023 Inducement Plan); and (iii) 30 days prior to the option's original expiration date. |