Initial Statement of Beneficial Ownership (3)
January 06 2017 - 5:05PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Wong Stephanie
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2. Date of Event Requiring Statement (MM/DD/YYYY)
1/1/2017
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3. Issuer Name
and
Ticker or Trading Symbol
Calithera Biosciences, Inc. [CALA]
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(Last)
(First)
(Middle)
C/O CALITHERA BIOSCIENCES, INC., 343 OYSTER POINT BLVD. #200
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
___
X
___ Officer (give title below)
_____ Other (specify below)
VP, FINANCE /
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(Street)
SOUTH SAN FRANCISCO, CA 94080
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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14102
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I
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By Trust
(1)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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STOCK OPTION (RIGHT TO BUY)
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(2)
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3/31/2024
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COMMON STOCK
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33284
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$2.64
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D
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STOCK OPTION (RIGHT TO BUY)
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(3)
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9/8/2024
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COMMON STOCK
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8433
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$7.20
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D
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STOCK OPTION (RIGHT TO BUY)
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(4)
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2/10/2025
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COMMON STOCK
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25000
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$16.40
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D
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STOCK OPTION (RIGHT TO BUY)
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(5)
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1/18/2026
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COMMON STOCK
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32500
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$4.71
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D
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STOCK OPTION (RIGHT TO BUY)
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(6)
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11/28/2026
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COMMON STOCK
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25000
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$3.35
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D
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STOCK OPTION (RIGHT TO BUY)
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(7)
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12/27/2026
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COMMON STOCK
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25000
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$3.15
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D
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Explanation of Responses:
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(
1)
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Shares are held by the Wong Family Trust, of which the Reporting Person is a Trustee.
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(
2)
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One-forty-eighth (1/48th) of the Option vests in equal monthly installments one month after April 1, 2014. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
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(
3)
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One-forty-eighth (1/48th) of the Option vests in equal monthly installments one month after September 9, 2014. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
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(
4)
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One-fourth (1/4th) of the Option vests one year after February 11, 2015; the balance of the Option vests in a series of thirty-six (36) successive equal monthly installments thereafter. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
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(
5)
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One-fourth (1/4th) of the Option vests one year after January 19, 2016; the balance of the Option vests in a series of thirty-six (36) successive equal monthly installments thereafter. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
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(
6)
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One-fourth (1/4th) of the Option vests one year after November 29, 2016; the balance of the Option vests in a series of thirty-six (36) successive equal monthly installments thereafter. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
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(
7)
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One-fourth (1/4th) of the Option vests one year after December 28, 2016; the balance of the Option vests in a series of thirty-six (36) successive equal monthly installments thereafter. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Wong Stephanie
C/O CALITHERA BIOSCIENCES, INC.
343 OYSTER POINT BLVD. #200
SOUTH SAN FRANCISCO, CA 94080
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VP, FINANCE
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Signatures
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/s/ Stephanie Wong, Name: Stephanie Wong
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1/6/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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