SEC Form 4 · accession 0001209191-18-062126
Tempest Therapeutics, Inc. · TPST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Julia C. Owens
Officer — President and CEO · Director
Period of report
Dec 7, 2018
Accepted (ET)
Dec 11, 2018 · 7:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001544227
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 7, 2018 | A | 74,400 | — | A | 74,400 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3,F2 | $1.08 | Dec 7, 2018 | A | 60,179 | A | — | Aug 29, 2022 | Common Stock | 60,179 | 60,179 | D |
| Employee Stock Option (right to buy)F5,F4 | $4.44 | Dec 7, 2018 | A | 151,600 | A | — | Jan 27, 2026 | Common Stock | 151,600 | 151,600 | D |
| Employee Stock Option (right to buy)F7,F6 | $16.40 | Dec 7, 2018 | A | 174,839 | A | — | Aug 23, 2028 | Common Stock | 174,839 | 174,839 | D |
Explanation of responses
- F1Received in exchange for 1,000,000 shares of Millendo Therapeutics, Inc. ("Millendo") common stock in connection with merger of Millendo Therapeutics, Inc. into the Issuer (the "Merger").
- F2Fully vested.
- F3Received in connection with the Merger in exchange for a stock option to acquire 808,867 shares of Millendo common stock for $0.08 per share.
- F4Twenty-five percent (25%) of the shares subject to the option vested on January 28, 2017, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date.
- F5Received in connection with the Merger in exchange for a stock option to acquire 2,037,648 shares of Millendo common stock for $0.33 per share.
- F6Twenty-five percent (25%) of the shares subject to the option shall vest on August 20, 2019, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date.
- F7Received in connection with the Merger in exchange for a stock option to acquire 2,350,000 shares of Millendo common stock for $1.22 per share.