Statement of Changes in Beneficial Ownership (4)
June 03 2022 - 04:06PM
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).
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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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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * PAKIANATHAN
DEEPIKA |
2. Issuer Name and Ticker or Trading
Symbol Calithera Biosciences, Inc. [ CALA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
C/O DELPHI VENTURES, 63 BOVET RD., SUITE 351 |
3. Date of Earliest Transaction (MM/DD/YYYY)
6/1/2022
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(Street)
SAN MATEO, CA 94402
(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 |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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) |
$0.20 |
6/1/2022 |
|
A |
|
20000 |
|
(1) |
5/31/2032 |
Common Stock |
20000 |
$0.00 |
20000 |
D (2) |
|
Explanation of
Responses: |
(1) |
1/12 of the Option vests in
each monthly installment as measured from June 1, 2022, until the
earlier of the Option's full vesting or the reporting person
ceasing to provide continuous service to the issuer. In addition,
in the event of a Change in Control or a Corporate Transaction
(each as defined in the plan pursuant to which the Option was
granted), any unvested portion of the Option will fully vest and
become exercisable as of immediately prior to the effective time of
such Change in Control or Corporate Transaction, subject to the
reporting person's continuous service on the effective date of such
transaction. |
(2) |
Pursuant to the Delphi
Management Partners, VIII, L.L.C. ("DMP VIII") LLC Agreement, the
Reporting Person is deemed to hold the options for the benefit of
DMP VIII, which is entitled to hold the shares upon issuance. DMP
VIII may be deemed the indirect beneficial owner of such shares,
and the Reporting Person is a managing member of DMP VIII and may
be deemed to share voting and dispositive power over shares held by
DMP VIII. The Reporting Person disclaims beneficial ownership of
such shares except to the extent of any pecuniary interest
therein. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
PAKIANATHAN DEEPIKA
C/O DELPHI VENTURES
63 BOVET RD., SUITE 351
SAN MATEO, CA 94402 |
X |
|
|
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Signatures
|
/s/ Deepika Pakianathan |
|
6/3/2022 |
**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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