Statement of Changes in Beneficial Ownership (4)
July 06 2021 - 5:16PM
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
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Cunningham Emmett |
2. Issuer Name and Ticker or Trading Symbol
Galera Therapeutics, Inc.
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GRTX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O CLARUS VENTURES, 101 MAIN ST., SUITE 1210 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/1/2021 |
(Street)
CAMBRIDGE, MA 02142
(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 |
Stock Option (Right to Buy) | $10.09 | 7/1/2021 | | A | | 5408 | | (1) | 6/30/2031 | Common Stock | 5408 | $0.00 | 0 | D (2) | |
Explanation of Responses: |
(1) | This option was awarded pursuant to the "elective option" provisions of the Issuer's non-employee director compensation program for the Reporting Peron's service on the Issuer's Board. This option shall vest and become exercisable as to 25% of the shares subject to the option upon the Reporting Person completing each three months of continuous service as a Non-Employee Director, or in the applicable committee position, following the date of grant, provided that the fourth and final tranche of the option will vest and become exercisable on the earlier of July 1, 2022 or the day immediately prior to the date of the Issuer's next annual meeting of stockholders occurring after the date of grant, in either case subject to the Reporting Person continuing in service on the Board as a Non-Employee Director, or in the applicable committee position, through such vesting date. |
(2) | The Reporting Person disclaims beneficial ownership of these securities and the inclusion of the securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or any other purpose. The Reporting Person is an employee of The Blackstone Group Inc. or one of its affiliates ("Blackstone"). Pursuant to arrangements between the Reporting Person and Blackstone, the Reporting Person is required to transfer to Blackstone any and all compensation received in connection with his directorship for any company Blackstone invests in or advises. |
Remarks: Mr. Cunningham, an employee of an affiliate of Blackstone, is a member of the board of directors of the issuer. Mr. Cunningham disclaims beneficial ownership of any securities of the issuer that may be deemed to be beneficially owned by affiliates of Blackstone. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Cunningham Emmett C/O CLARUS VENTURES 101 MAIN ST., SUITE 1210 CAMBRIDGE, MA 02142 | X |
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Signatures
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/s/ Emmett Cunningham | | 7/6/2021 |
**Signature of Reporting Person | Date |
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