Initial Statement of Beneficial Ownership (3)
June 16 2023 - 9:21AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
Shea Brian J. |
2. Date of Event Requiring Statement (MM/DD/YYYY)
6/6/2023
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3. Issuer Name and Ticker or Trading Symbol
Oncorus, Inc. [ONCR]
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(Last)
(First)
(Middle)
C/O ONCORUS, INC., 4 CORPORATE DRIVE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) Interim CEO / |
(Street)
ANDOVER, MA 01810
(City)
(State)
(Zip)
| 5. 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
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 8541 | 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. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option (right to buy) | (1) | 9/1/2031 | Common Stock | 15000 | $10.16 | D | |
Employee Stock Option (right to buy) | (2) | 3/1/2032 | Common Stock | 3744 | $2.00 | D | |
Employee Stock Option (right to buy) | (3) | 5/13/2032 | Common Stock | 14700 | $1.25 | D | |
Employee Stock Option (right to buy) | (4) | 3/1/2033 | Common Stock | 19100 | $0.39 | D | |
Explanation of Responses: |
(1) | Twenty-five percent (25%) of the shares subject to the option vested on September 1, 2022, with one thirty-sixth (1/36th) of the remaining shares subject to the option vesting each month thereafter, subject to the Reporting Person's continued service through each such vesting date. |
(2) | Twenty-five percent (25%) of the shares subject to the option vested on March 1, 2023, with one thirty-sixth (1/36th) of the remaining shares subject to the option vesting each month thereafter, subject to the Reporting Person's continued service through each such vesting date. |
(3) | Twenty-five percent (25%) of the shares subject to the option vested on December 31, 2022, twenty-five percent (25%) of the shares subject to the option shall vest on December 31, 2023, and the remaining fifty percent (50%) shall vest on December 31, 2024, subject to the Reporting Person's continued service through each such vesting date. |
(4) | Twenty-five percent (25%) of the shares subject to the option shall vest on March 1, 2024, with one thirty-sixth (1/36th) of the remaining shares subject to the option vesting each month thereafter, subject to the Reporting Person's continued service through each such vesting date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Shea Brian J. C/O ONCORUS, INC. 4 CORPORATE DRIVE ANDOVER, MA 01810 |
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| Interim CEO |
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Signatures
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/s/ Brian J. Shea | | 6/16/2023 |
**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 5(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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