Statement of Changes in Beneficial Ownership (4)
February 07 2020 - 6:00PM
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
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Lee Michael Stewart |
2. Issuer Name and Ticker or Trading Symbol
IGM Biosciences, Inc.
[
IGMS
]
|
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 REDMILE GROUP, LLC ONE LETTERMAN, DRIVE, BUILDING D SUITE D3-300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/5/2020 |
(Street)
SAN FRANCISCO, CA 94129
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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) | $40.27 | 2/5/2020 | | A | | 10000 | | (1) | 2/5/2030 | Common Stock | 10000 | $0.00 | 10000 | D (2)(3)(4) | |
Explanation of Responses: |
(1) | 1/12th of the shares subject to the option shall vest each month following the Issuer's 2020 Annual Meeting of Stockholders on the same day of the month, subject to Reporting Person's continued service to the Issuer through each applicable vesting date; provided, however, if the Issuer's 2021 Annual Meeting of Stockholders is prior to the one-year anniversary of the Issuer's 2020 Annual Meeting of Stockholders, then the shares subject to the option will be fully vested as of the date of the Issuer's 2021 Annual Meeting of Stockholders. |
(2) | The stock option was granted to Mr. Lee in connection with his service as a member of the Board of Directors of the Issuer. Mr. Lee, a managing director of Redmile, was elected to the board of the Issuer as a representative of Redmile Group, LLC ("Redmile"). Pursuant to the policies of Redmile, Mr. Lee holds this stock option as a nominee on behalf, and for the sole benefit, of Redmile and has assigned all economic, pecuniary and voting rights in respect of the stock option to Redmile. Mr. Lee disclaims beneficial ownership of the stock option, and the filing of this Form 4 shall not be deemed an admission that Mr. Lee is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
(3) | The stock option may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Redmile and Mr. Green disclaim beneficial ownership of the stock option except to the extent of their pecuniary interest therein, and this Form 4 shall not be deemed an admission that Redmile or Mr. Green is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
(4) | Mr. Lee was elected to the board of directors of the Issuer as a representative of Redmile. As a result, Redmile and Mr. Green are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. |
Reporting Owners
|
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Lee Michael Stewart C/O REDMILE GROUP, LLC ONE LETTERMAN DRIVE, BUILDING D SUITE D3-300 SAN FRANCISCO, CA 94129 | X |
|
|
|
Signatures
|
/s/ Michael Lee | | 2/7/2020 |
**Signature of Reporting Person | Date |
IGM Biosciences (NASDAQ:IGMS)
Historical Stock Chart
From Sep 2024 to Oct 2024
IGM Biosciences (NASDAQ:IGMS)
Historical Stock Chart
From Oct 2023 to Oct 2024