SEC Form 4 · accession 0001209191-19-009441
Gossamer Bio, Inc. · GOSS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Waage Christian
Officer — EVP & General Counsel
Period of report
Feb 12, 2019
Accepted (ET)
Feb 12, 2019 · 5:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001728117
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 12, 2019 | C | 3,454 | — | A | 3,454 | I | By family trust |
| Common StockF2 | Feb 12, 2019 | P | 1,550 | $16.00 | A | 501,498 | D | |
| Common Stock | holding | — | — | — | 22,222 | I | By trust FBO son |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Preferred StockF1 | — | Feb 12, 2019 | C | 15,543 | D | — | — | Common Stock | 3,454 | 0 | I |
Explanation of responses
- F1The shares of the Issuer's Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of 4.5 to one share, immediately prior to the consummation of the Issuer's initial public offering. The Series B Preferred Stock had no expiration date.
- F2Includes 369,871 shares subject to forfeiture, which shares will vest in equal monthly installments as set forth in the restricted stock agreement between the Issuer and Reporting Person so that all of the shares will be released from the forfeiture restriction on November 18, 2021, subject to the Reporting Person's continuous service to the Corporation on each such vesting date. The shares are also subject to certain accelerated vesting provisions as set forth in more detail in the employment agreement between the Issuer and the Reporting Person.