Statement of Changes in Beneficial Ownership (4)
September 22 2021 - 4:57PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Sidhu Roger |
2. Issuer Name and Ticker or Trading Symbol
Brooklyn ImmunoTherapeutics, Inc.
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BTX
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
C/O BROOKLYN IMMUNOTHERAPEUTICS, INC., 140 58TH STREET, BUILDING A, SUITE 2100 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/20/2021 |
(Street)
BROOKLYN, NY 11220
(City)
(State)
(Zip)
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4. 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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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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. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option | $9.96 | 9/20/2021 | | A | | 161300 | | (1) | 9/20/2031 | Common Stock | 161300 | $0 | 161300 | D | |
Restricted Stock Unit | (2) | 9/20/2021 | | A | | 80650 | | (3) | 9/20/2031 | Common Stock | 80650 | $0 | 80650 | D | |
Explanation of Responses: |
(1) | The option vests and becomes exercisable over four years, with twenty-five percent of the shares covered thereby vesting on September 20, 2022, and 1/36 of the remaining shares covered thereby vesting on the twentieth day of each calendar month from October 2022 through September 20, 2025, subject to continued service through each vesting date. |
(2) | Each restricted stock unit represents a contingent right to receive one share of common stock. |
(3) | The RSU Grant vests and becomes exercisable in four equal installments on September 20 of each of 2022, 2023, 2024 and 2025, provided that it shall vest in full immediately prior to a change in control (as defined in Dr. Sidhu's Executive Employment Agreement, effective September 20, 2021), subject to continued service through each vesting date. |
Remarks: Chief Medical Officer |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Sidhu Roger C/O BROOKLYN IMMUNOTHERAPEUTICS, INC. 140 58TH STREET, BUILDING A, SUITE 2100 BROOKLYN, NY 11220 |
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| See Remarks |
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Signatures
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/s/Bella Zaslavsky, Attorney-in-Fact for Roger Sidhu | | 9/22/2021 |
**Signature of Reporting Person | Date |
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