Initial Statement of Beneficial Ownership (3)
September 14 2021 - 4:50PM
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
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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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Riley Brigit |
2. Date of Event Requiring Statement (MM/DD/YYYY)
9/2/2021
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3. Issuer Name and Ticker or Trading Symbol
Adverum Biotechnologies, Inc. [ADVM]
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(Last)
(First)
(Middle)
C/O ADVERUM BIOTECHNOLOGIES, INC., 800 SAGINAW DRIVE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) Chief Scientific Officer / |
(Street)
REDWOOD CITY, CA 94063
(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
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Table I - Non-Derivative Securities Beneficially Owned
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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 | 120000 (1)(2) | D | |
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) | 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 Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (Right to Buy) | (3) | 9/27/2030 | Common Stock | 40000 | $10.34 | D | |
Stock Option (Right to Buy) | (4) | 5/31/2031 | Common Stock | 450000 | $3.51 | D | |
Explanation of Responses: |
(1) | Reflects the grants of performance stock units, pursuant to which: (a) 1/3 of the shares will vest upon dosing of the first subject in a Phase 2 clinical trial of ADVM-022 in wet age-related macular degeneration; (b) 1/3 of the shares will vest upon dosing of the first subject in a potentially registrational clinical trial of ADVM-022 or another product candidate owned or being developed by Adverum in wet age-related macular degeneration or another indication determined by the Compensation Committee to represent a significant unmet medical need; and (c) 1/3 of the shares will vest upon consummation of a strategic corporate transaction, not constituting a change in control, that is determined by the Compensation Committee to be transformative for Adverum, in each case contingent upon certification by the Compensation Committee of the achievement of such milestone and subject to the Reporting Person's continued service with the Issuer on each such vesting date. See Footnote 2. |
(2) | Non-exclusive examples of a strategic corporate transaction are (i) a collaboration with another company for the development and commercialization of a major asset, (ii) a substantial royalty-based or other structured financing, and (iii) the acquisition or in-license of a significant asset for development and commercialization. |
(3) | Fully vested and exercisable. |
(4) | Twenty-five percent (25%) of the total number of shares subject to the option vest and become exercisable on the first anniversary of June 1, 2021 (the "Vesting Commencement Date"), and 1/48 of the total number of shares subject to the option vest and become exercisable each month thereafter, such that all of the shares subject to the option shall become vested and exercisable as of the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service with the Issuer on each such vesting date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Riley Brigit C/O ADVERUM BIOTECHNOLOGIES, INC. 800 SAGINAW DRIVE REDWOOD CITY, CA 94063 |
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| Chief Scientific Officer |
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Signatures
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Brigit Riley, by /s/ Ron A. Metzger, Attorney-in-Fact | | 9/14/2021 |
**Signature of Reporting Person | Date |
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