Statement of Changes in Beneficial Ownership (4)
March 04 2022 - 4:14PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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Miller Joseph M |
2. Issuer Name and Ticker or Trading Symbol
Aurinia Pharmaceuticals Inc.
[
AUPH
]
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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 Financial Officer |
(Last)
(First)
(Middle)
#1203-4464 MARKHAM STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/2/2022 |
(Street)
VICTORIA, A1 V8Z7X8
(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 | 3/2/2022 | | A | | 8500 (1) | A | $0 | 9670 (2) | D | |
Common Stock | 3/2/2022 | | S | | 3060 (3) | D | $12.01 | 6610 | 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 |
Restricted Stock Unit | (4) | 3/2/2022 | | A | | 104080 | | (4) | (4) | Common Shares | 104080.0 | $0 | 104080 | D | |
Stock Option (right to buy) | $12.01 | 3/2/2022 | | A | | 178063 | | (5) | 3/2/2032 | Common Stock | 178063.0 | $0 | 178063 | D | |
Explanation of Responses: |
(1) | On March 18, 2021, the Reporting Person was granted stock based performance awards ("Performance Awards") which vests when specific performance metrics are met based on the results for the year ended December 31, 2021. It was determined that as of March 2, 2022, the Reporting Person partially met the performance criteria and received shares of common stock for no consideration. |
(2) | Includes 170 shares acquired by the Reporting Person under the Issuer's 2021 Employee Share Purchase Plan on December 1, 2021. |
(3) | Represents the number of shares sold to cover tax withholding obligations in connection with the vesting of Performance Awards. |
(4) | Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. The RSUs shall vest in three (3) equal annual installments beginning March 2, 2022, provided the Reporting Person remains continuously employed by the Issuer through each annual vesting date. |
(5) | One-third of the shares subject to the option vests twelve months from the grant date, and the remainder vests in twenty-four equal monthly installments thereafter. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Miller Joseph M #1203-4464 MARKHAM STREET VICTORIA, A1 V8Z7X8 |
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| Chief Financial Officer |
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Signatures
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/s/ Joseph M. Miller | | 3/4/2022 |
**Signature of Reporting Person | Date |
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 4(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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