SEC Form 4/A · accession 0001209191-18-020187
SELLAS Life Sciences Group, Inc. · SLS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
David A Scheinberg
Director
Period of report
Dec 29, 2017
Accepted (ET)
Mar 16, 2018 · 4:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001390478
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 29, 2017 | A | 9,107 | — | A | 9,107 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1In connection with the merger of SELLAS Life Sciences Group, Ltd ("SELLAS") and a wholly owned indirect subsidiary of the Issuer (then known as Galena Biopharma, Inc.) (the "Merger"), outstanding restricted stock units ("RSUs") to be settled in SELLAS common shares were assumed by the Issuer and will be settled in shares of the Issuer's common stock based on the following exchange ratio: 43.9972 shares of the Issuer's common stock for each common share of SELLAS.
- F2Represents shares issuable upon vesting of RSUs. The RSUs are subject to, and to vest must satisfy, both (a) performance-based vesting restrictions (the RSUs will satisfy the performance-based vesting restrictions upon a liquidity event as defined in the award agreement) and (b) time-based vesting restrictions (100% of the RSUs satisfied the time-based vesting restrictions on February 27, 2018). The Merger did not constitute a liquidity event for the performance-based vesting restrictions.
Remarks
This Amendment to Form 4 (originally filed on December 29, 2017) is being filed solely to correct information contained in footnote 2.