FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
                      

1. Name and Address of Reporting Person *

Mitrano Richard J.
2. Date of Event Requiring Statement (MM/DD/YYYY)
4/8/2022 

3. Issuer Name and Ticker or Trading Symbol

Frequency Therapeutics, Inc. [FREQ]
(Last)        (First)        (Middle)

C/O FREQUENCY THERAPEUTICS, INC.,, 75 HAYDEN AVENUE
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
VP, Finance /
(Street)

LEXINGTON, MA 02421      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 25679 D  
Common Stock 4032 I Held by The Carey/Mitrano Family Trust 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units 7/4/2023  (1)Common Stock 25000 $0.00 D  
Restricted Stock Units 7/4/2022  (1)Common Stock 7500 $0.00 D  
Stock Option (Right to Buy)  (2)1/14/2031 Common Stock 11550 $35.85 D  
Stock Option (Right to Buy)  (3)2/11/2030 Common Stock 18000 $25.05 D  
Stock Option (Right to Buy)  (4)10/1/2029 Common Stock 17816 $14.00 D  
Stock Option (Right to Buy)  (5)4/16/2029 Common Stock 28805 $3.37 D  

Explanation of Responses:
(1) Each restricted stock unit represents a contingent right to receive one share of Issuer common stock. The restricted stock units have no expiration date.
(2) The option vests and becomes exercisable in equal monthly installments over a four year period commencing on February 1, 2021, and will be fully vested and exercisable on January 1, 2025.
(3) The option vests and becomes exercisable in equal monthly installments over a four year period commencing on February 1, 2020, and will be fully vested and exercisable on January 1, 2024.
(4) The option vests and becomes exercisable in equal monthly installments over a four year period commencing on November 2, 2019, and will be fully vested and exercisable on October 2, 2023.
(5) The option vests and becomes exercisable in equal monthly installments over a four year period commencing on February 1, 2019, and will be fully vested and exercisable on January 1, 2023.

Remarks:
Exhibit 24 - Power of Attorney.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Mitrano Richard J.
C/O FREQUENCY THERAPEUTICS, INC.,
75 HAYDEN AVENUE
LEXINGTON, MA 02421


VP, Finance

Signatures
/s/ James P. Abely, Attorney-in-Fact4/15/2022
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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