Statement of Changes in Beneficial Ownership (4)
May 21 2021 - 4:26PM
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
*
Guerard Frederic |
2. Issuer Name and Ticker or Trading Symbol
GRAYBUG VISION, INC.
[
GRAY
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O GRAYBUG VISION, INC., 275 SHORELINE DRIVE, SUITE 450 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/19/2021 |
(Street)
REDWOOD CITY, CA 94065
(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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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 |
Employee Stock Option (Right to Buy) | $3.73 | 5/19/2021 | | A | | 660000 | | (1) | 5/18/2031 | Common Stock | 660000 | $0.00 | 660000 | D | |
Restricted Stock Units | (2) | 5/19/2021 | | A | | 450000 | | (3) | (4) | Common Stock | 450000 | $0.00 | 450000 | D | |
Explanation of Responses: |
(1) | The stock option vests as to 1/4 of the total shares on May 19, 2022 and then 1/48 of the total shares monthly until the option is fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
(2) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. |
(3) | The RSUs shall vest as to 1/4 of the total shares on May 19, 2022, and 1/16 of the remaining shares shall vest quarterly thereafter such that the RSUs shall be fully vested on May 19, 2025, subject to the continued service of the Reporting Person to the Issuer through each vesting date. |
(4) | The RSUs do not expire; they either vest or are canceled prior to vest date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Guerard Frederic C/O GRAYBUG VISION, INC. 275 SHORELINE DRIVE, SUITE 450 REDWOOD CITY, CA 94065 | X |
| Chief Executive Officer |
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Signatures
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/s/ Robert S. Breuil, Attorney-in-Fact for Frederic Guerard | | 5/21/2021 |
**Signature of Reporting Person | Date |
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