SEC Form 4 · accession 0001485003-16-000182
Sesen Bio, Inc. · SESN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Leslie Dan
Director · 10% Owner
Period of report
Sep 20, 2016
Accepted (ET)
Sep 22, 2016 · 5:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001485003
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 20, 2016 | A | 3,582,328 | — | A | 3,582,328 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF3 | $3.37 | Sep 20, 2016 | A | 16,143 | A | — | Sep 19, 2026 | Common Stock | 16,143 | 16,143 | D |
Explanation of responses
- F1The reporting person acquired 3,582,328 shares of issuer common stock in exchange for an 89.2585% interest in Viventia Bio Inc. pursuant to the issuer's purchase of all of the outstanding capital stock of Viventia Bio Inc. on September 20, 2016. Of the 3,582,328 shares issued to the reporting person in the transaction, 358,232 shares are currently being held in escrow and are subject to forfeiture during the 15-month period following the transaction to satisfy claims arising as a result of Viventia Bio Inc.'s or Clairmark Investments Ltd.'s breach of any of their respective representations, warranties or covenants in the share purchase agreement.
- F2The securities are directly held by Clairmark Investments Ltd. The Reporting Person is President and 100% shareholder of Clairmark Investments Ltd.
- F3This option was granted on September 20, 2016 and vests over three years with 1/36th of the shares subject to the option vesting at the end of each successive one-month period following the date of grant.