Statement of Changes in Beneficial Ownership (4)
November 30 2021 - 04:12PM
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 |
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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
|
|
| 1. Name
and Address of Reporting Person * Bancel Stephane |
2. Issuer Name and Ticker or Trading
Symbol Moderna, Inc. [ MRNA ] |
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 MODERNA, INC., 200 TECHNOLOGY SQUARE |
3. Date of Earliest Transaction (MM/DD/YYYY)
11/26/2021
|
|
(Street)
CAMBRIDGE, MA 02139
(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 |
|
Common Stock |
11/26/2021 |
|
S(1) |
|
10000 |
D |
$319.62 |
7134880 |
I |
See Footnote (2) |
|
Common Stock |
11/29/2021 |
|
J(3) |
|
16667 |
A |
$0 |
5953535 |
D |
|
|
Common Stock |
|
|
|
|
|
|
|
9050372 |
I |
See Footnote (4) |
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 |
| Explanation of
Responses: |
| (1) |
This sale was effected
pursuant to a Rule 10b5-1 trading plan adopted on December 18,
2018, as amended on September 16, 2019. |
| (2) |
These shares are owned
directly by OCHA LLC ("OCHA"). The reporting person is the majority
equity unit holder and the sole managing member of OCHA. The
reporting person disclaims Section 16 beneficial ownership of these
securities, except to the extent of his pecuniary interest therein,
if any, and this report shall not be deemed an admission that the
reporting person is the beneficial owner of such securities for
Section 16 or any other purpose. |
| (3) |
Represents the receipt of
shares by the reporting person pursuant to pro rata
distributions-in-kind, without consideration, of shares of the
company's common stock by Flagship Ventures Fund IV, L.P.
("Flagship Fund IV") to the partners of Flagship Fund IV and by its
general partner, Flagship Ventures Fund IV General Partner, LLC.
The aforementioned distributions were made in accordance with the
exemptions afforded by Rule 16a-13 and Rule 16a-9 of the Securities
Exchange Act of 1934, as amended. |
| (4) |
These shares are owned
directly by Boston Biotech Ventures, LLC ("Boston Biotech"). The
reporting person is the majority equity unit holder and the sole
managing member of Boston Biotech. The reporting person disclaims
Section 16 beneficial ownership of these securities, except to the
extent of his pecuniary interest therein, if any, and this report
shall not be deemed an admission that the reporting person is the
beneficial owner of such securities for Section 16 or any other
purpose. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Bancel Stephane
C/O MODERNA, INC.
200 TECHNOLOGY SQUARE
CAMBRIDGE, MA 02139 |
X |
|
Chief Executive Officer |
|
Signatures
|
|
/s/ Brian Sandstrom, as
Attorney-in-Fact |
|
11/30/2021 |
| **Signature of Reporting
Person |
Date |
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