SEC Form 4 · accession 0001209191-15-067189

GYRE THERAPEUTICS, INC. · GYRE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Nassim Usman

Officer — President and CEO · Director

Period of report

Aug 20, 2015

Accepted (ET)

Aug 20, 2015 · 6:15 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001124105

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Aug 20, 2015	J	60,847	—	A	60,847	I	By The Usman Family Trust
Common Stock^F1	Aug 20, 2015	J	13,528	—	A	74,375	I	By Nassim Usman IRA

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Buy)^F2	$9.43	Aug 20, 2015	J	8,786	A	—	Apr 9, 2018	Common Stock	8,786	8,786	D
Stock Option (Right to Buy)^F3	$7.33	Aug 20, 2015	J	61,118	A	—	Mar 16, 2019	Common Stock	61,118	61,118	D
Stock Option (Right to Buy)^F4	$11.52	Aug 20, 2015	J	22,508	A	—	Jan 2, 2023	Common Stock	22,508	22,508	D
Warrant (Right to Buy)^F5	$33.27	Aug 20, 2015	J	29	A	—	Apr 9, 2019	Common Stock	29	29	I

Explanation of responses

F1Represents shares of the Issuer issued pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 5, 2015 as amended on May 6 and May 13, 2015, by and among the Issuer, Talos Merger Sub, Inc. and a Delaware corporation then known as Catalyst Biosciences, Inc. ("Old Catalyst"). Pursuant to the terms of the Merger Agreement, each share of common stock of Old Catalyst was converted into 0.0382 shares of the Issuer's common stock.
F2On April 10, 2008, Reporting Person was granted an option to purchase 230,000 shares of the common stock of Old Catalyst under Old Catalyst's 2004 Stock Plan at an exercise price of $0.36 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 8,786 shares of the Catalyst's common stock at a per share exercise price of $9.43. The option is fully vested and exercisable.
F3On March 17, 2009, Reporting Person was granted an option to purchase 1,599,969 shares of the common stock of Old Catalyst under Old Catalyst's 2004 Stock Plan at an exercise price of $0.28 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 61,118 shares of the Catalyst's common stock at a per share exercise price of $7.33. The option is fully vested and exercisable.
F4On January 3, 2013, Reporting Person was granted an option to purchase 589,239 shares of the common stock of Old Catalyst under Old Catalyst's 2004 Stock Plan at an exercise price of $0.44 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 22,508 shares of the Catalyst's common stock at a per share exercise price of $11.52. Subject generally to the Reporting Person's continued employment, the option vests at the rate of 1/48th of the number of shares on the 5th of each month with the first month vesting on January 5, 2013.
F5On April 9, 2014, Reporting Person acquired a warrant to purchase 761 shares of the Series E Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series E Preferred Stock of Old Catalyst was convertible into 1 share of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 29 shares of the Catalyst's common stock at a per share exercise price of $33.27. The warrant is fully vested and exercisable.