SEC Form 5 · accession 0001209191-18-009860
CRESCENT BIOPHARMA, INC. · CBIO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rachel K. King
Officer — President, CEO · Director
Period of report
Dec 31, 2017
Accepted (ET)
Feb 14, 2018 · 8:52 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001253689
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 8, 2017 | G | 23,301 | $0.00 | A | 23,301 | I | By Connor King 2013 GRAT |
| Common StockF1,F2 | Sep 8, 2017 | G | 23,301 | $0.00 | A | 23,301 | I | By Langley King 2013 GRAT |
| Common StockF2 | Sep 8, 2017 | G | 46,602 | $0.00 | D | 0 | I | By The Rachel K. King 2013 GRAT |
| Common StockF3 | holding | — | — | — | 140,385 | D | ||
| Common StockF4 | holding | — | — | — | 131,676 | I | By trusts | |
| Common StockF5 | holding | — | — | — | 45,741 | I | By spouse |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares are held in a trust for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F2On June 7, 2013, the reporting person contributed 136,281 shares of the issuer's common stock to a grantor retained annuity trust for the benefit of herself and her two adult children. Upon termination of the trust, on September 8, 2017, a total of 46,602 shares were transferred to trusts for the benefit of the adult children. The remaining 89,679 shares were previously distributed to the reporting person and continue to be reported on this form as directly owned.
- F3This total includes the shares distributed to the reporting person from The Rachel K. King 2013 GRAT and excludes 64,000 shares contributed on September 23, 2016 by the reporting person to The Rachel K. King 2016 GRAT, which shares are included in footnote (4).
- F4These shares are held by family trusts, for which Ms. King serves as trustee, as follows: 1,741 shares are held by The Connor A. King 1988 Trust, 1,741 shares are held by The Langley C. King 1990 Trust, 8,796 shares are held by the 1995 Connor A. King Trust, 8,796 shares are held by the 1995 Langley C. King Trust and 64,000 shares are held by The Rachel K. King 2016 GRAT.
- F5This total includes 44,000 shares previously owned directly that were transferred by the reporting person to her spouse.