Statement of Changes in Beneficial Ownership (4)
March 16 2022 - 2:00PM
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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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
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1. Name and Address of Reporting Person
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FRANK DAVID A |
2. Issuer Name and Ticker or Trading Symbol
AquaBounty Technologies, Inc.
[
AQB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer |
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(Last)
(First)
(Middle)
C/O AQUABOUNTY TECHNOLOGIES, INC., 2 MILL & MAIN PLACE, SUITE 395 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/14/2022 |
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(Street)
MAYNARD, MA 01754
(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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| Common Stock | | | | | | | | 43000 | D | |
| Common Stock | | | | | | | | 14660 (1) | D | |
| Common Stock | | | | | | | | 5914 (2) | D | |
| Common Stock | 3/14/2022 | | A | | 8977 | A | $0.00 | 8977 (3) | 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 |
| Options to Purchase Common Stock | $6.90 (4) | | | | | | | 1/11/2014 (5) | 1/11/2021 | Common Stock | 5000 (6) | | 5000 | D | |
| Options to Purchase Common Stock | $7.50 (4) | | | | | | | 4/27/2016 (7) | 4/27/2023 | Common Stock | 6667 (6) | | 6667 | D | |
| Options to Purchase Common Stock | $23.40 (4) | | | | | | | 1/20/2017 (8) | 1/20/2024 | Common Stock | 6667 (6) | | 6667 | D | |
| Options to Purchase Common Stock | $14.20 | | | | | | | 2/27/2020 (9) | 4/21/2027 | Common Stock | 10000 | | 10000 | D | |
| Options to Purchase Common Stock | $2.50 | | | | | | | 2/27/2019 (10) | 2/27/2028 | Common Stock | 15152 | | 15152 | D | |
| Options to Purchase Common Stock | $2.22 | | | | | | | 4/30/2020 (11) | 4/30/2029 | Common Stock | 20000 | | 20000 | D | |
| Options to Purchase Common Stock | $1.88 | | | | | | | 3/12/2023 (12) | 3/12/2030 | Common Stock | 12827 | | 12827 | D | |
| Options to Purchase Common Stock | $6.72 | | | | | | | 3/10/2024 (13) | 3/10/2031 | Common Stock | 5175 | | 5175 | D | |
| Options to Purchase Common Stock | $1.52 | 3/14/2022 | | A | | 23564 | | 3/14/2025 (14) | 3/14/2032 | Common Stock | 23564 | $0.00 | 23564 | D | |
| Explanation of Responses: |
| (1) | Award of restricted stock granted on 3/12/2020 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan that vests immediately as to 1/3 of the grant, with an additional 1/3 vesting 1 year after the grant, and the final 1/3 vesting 2 years after the date of grant |
| (2) | Award of restricted stock granted on 3/10/2021 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan that vests immediately as to 1/3 of the grant, with an additional 1/3 vesting 1 year after the grant, and the final 1/3 vesting 2 years after the date of grant |
| (3) | Award of restricted stock granted on 3/14/2022 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan that vests immediately as to 1/3 of the grant, with an additional 1/3 vesting 1 year after the grant, and the final 1/3 vesting 2 years after the date of grant |
| (4) | Effective as of 1/5/2017, the Issuer effected a 30-for-1 reverse split of its common stock. The price reflects the reverse stock split. |
| (5) | Options to purchase common stock were granted on 1/11/2011 pursuant to the AquaBounty Technologies, Inc. 2006 Equity Incentive Plan and have expired. |
| (6) | Effective as of 1/5/2017, the Issuer effected a 30-for-1 reverse split of its common stock. The number of shares reflects the reverse stock split. |
| (7) | Options to purchase common stock were granted on 4/27/2013 pursuant to the AquaBounty Technologies, Inc. 2006 Equity Incentive Plan and have fully vested. |
| (8) | Options to purchase common stock were granted on 1/20/2014 pursuant to the AquaBounty Technologies, Inc. 2006 Equity Incentive Plan and have fully vested. |
| (9) | Options to purchase common stock were granted on 4/21/2017 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan and have fully vested. |
| (10) | Options to purchase common stock were granted on 2/27/2018 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan and have fully vested. |
| (11) | Options to purchase common stock were granted on 3/5/2019 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan and have fully vested. |
| (12) | Options to purchase common stock were granted on 3/12/2020 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan and fully vest three years from the date of grant. |
| (13) | Options to purchase common stock were granted on 3/10/2021 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan and fully vest three years from the date of grant. |
| (14) | Award of restricted stock granted on 3/14/2022 pursuant to the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan that fully vests three years after the date of grant. |
Remarks:
Treasurer and Chief Financial Officer |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
FRANK DAVID A
C/O AQUABOUNTY TECHNOLOGIES, INC.
2 MILL & MAIN PLACE, SUITE 395
MAYNARD, MA 01754 |
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| Chief Financial Officer |
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Signatures
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| /s/ David A. Frank, Name: David A. Frank | | 3/16/2022 |
| **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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