Statement of Changes in Beneficial Ownership (4)
June 14 2023 - 4:43PM
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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Carson William H. |
2. Issuer Name and Ticker or Trading Symbol
Decibel Therapeutics, Inc.
[
DBTX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O DECIBEL THERAPEUTICS, INC., 1325 BOYLSTON STREET, SUITE 500 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/13/2023 |
(Street)
BOSTON, MA 02215 |
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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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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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 | 6/13/2023 | | A | | 5000 (1) | A | $0.00 | 5000 (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. 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) | $4.78 | 6/13/2023 | | A | | 5000 | | (3) | 6/12/2033 | Common Stock | 5000 | $0.00 | 5000 | D | |
Explanation of Responses: |
(1) | Consists of shares of the Issuer's common stock issuable under 5,000 restricted stock units ("RSUs"). Each RSU represents the right to receive one share of the Issuer's common stock upon vesting. The RSUs are scheduled to vest in full on the one year anniversary of the date of grant of the RSUs (or, if earlier, the date of the next annual meeting of stockholders following the date of grant of the RSUs), subject to the reporting person's continued service. |
(2) | Includes 5,000 unvested RSUs. Each unvested RSU represents the right to receive one share of the Issuer's common stock upon vesting. |
(3) | This option was granted on June 13, 2023 for 5,000 shares. The shares underlying the option are scheduled to vest in full on the one year anniversary of the date of grant of the option (or, if earlier, the date of the next annual meeting of stockholders following the date of grant of the option), subject to the reporting person's continued service. |
Remarks: Exhibit Index: 24.1 Power of Attorney |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Carson William H. C/O DECIBEL THERAPEUTICS, INC. 1325 BOYLSTON STREET, SUITE 500 BOSTON, MA 02215 | X |
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Signatures
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/s/ Jeffrey Schulz, Attorney-in-Fact | | 6/14/2023 |
**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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