Statement of Changes in Beneficial Ownership (4)
January 25 2021 - 5:45PM
Edgar (US Regulatory)
FORM 4
[ ]
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
*
Duncan Jason |
2. Issuer Name and Ticker or Trading Symbol
ALBIREO PHARMA, INC.
[
ALBO
]
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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) Chief Legal Officer and GC |
(Last)
(First)
(Middle)
C/O ALBIREO PHARMA INC., 10 POST OFFICE SQUARE, SUITE 1000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/21/2021 |
(Street)
BOSTON, MA 02109
(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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Common Stock | 1/21/2021 | | A | | 5500 (1) | A | $0.00 | 9442 (2) | D | |
Common Stock | 1/22/2021 | | S(3) | | 110 | D | $34.62 | 9332 (4) | 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. 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 (right to buy) | $34.88 | 1/21/2021 | | A | | 23700 | | (5) | 1/20/2031 | Common Stock | 23700 | $0.00 | 23700 | D | |
Explanation of Responses: |
(1) | Consists of restricted stock units ("RSUs"). Each RSU represents the right to receive one share of common stock upon vesting. The RSUs vest as to 25% of the shares on January 21, 2022, with the remainder vesting in equal installments every three months thereafter beginning on April 21, 2022 and ending on January 21, 2025. |
(2) | Represents 1,129 shares of common stock and 8,313 restricted stock units. Includes 161 shares of common stock acquired under the Albireo Pharma, Inc. 2018 Employee Stock Purchase Plan on November 30, 2020. |
(3) | Shares sold pursuant to a Rule 10b5-1 arrangement established in October 2019 to satisfy tax obligations arising out of the vesting of previously granted restricted stock units. |
(4) | Represents 1,332 shares of common stock and 8,000 restricted stock units. |
(5) | This option vests as to 25% of the shares on January 21, 2022, with the remainder vesting in equal installments every three months thereafter beginning on April 21, 2022 and ending on January 21, 2025. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Duncan Jason C/O ALBIREO PHARMA INC. 10 POST OFFICE SQUARE, SUITE 1000 BOSTON, MA 02109 |
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| Chief Legal Officer and GC |
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Signatures
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/s/ Jason Duncan | | 1/25/2021 |
**Signature of Reporting Person | Date |
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