Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-22-062277
Date:2022-12-16
Issuer: KINETA, INC./DE (KA)
Original Submission Date:

Reporting Person:

BARTOSZEK RAYMOND J.
C/O KINETA, INC.
219 TERRY AVE. N., SUITE 300 SEATTLE, WA 98109

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2022-12-16 A 61,585 a $0.00 61,585 indirect
COMMON STOCK 2022-12-16 A 347,118 a $0.00 347,118 indirect
COMMON STOCK 2022-12-16 A 375,757 a $11.55 722,875 indirect
COMMON STOCK 2022-12-16 A 4,096 a $0.00 4,096 direct
COMMON STOCK 2022-12-16 A 860 a $0.00 4,956 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTIONS (RIGHT TO BUY) 26.16 2022-12-16 deemed execution date A 3,440 (a) 2031-05-26 common stock 3,440 $26.16 3,440 direct
STOCK OPTIONS (RIGHT TO BUY) 29.06 2022-12-16 deemed execution date A 6,192 (a) 2030-02-10 common stock 6,192 $29.06 6,192 direct
STOCK OPTIONS (RIGHT TO BUY) 23.25 2022-12-16 deemed execution date A 10,320 (a) 2028-11-09 common stock 10,320 $23.25 10,320 direct
WARRANTS (RIGHT TO BUY) 21.8 2022-12-16 deemed execution date A 34,400 (a) 2025-03-01 common stock 34,400 $21.80 34,400 indirect rlb holdings connecticut llc
WARRANTS (RIGHT TO BUY) 0.14 2022-12-16 deemed execution date A 60,018 (a) 2025-12-02 common stock 60,018 $0.14 60,018 indirect rlb holdings connecticut llc
Footnotes
IDfootnote
f1 received in connection with the issuer's merger (the "merger") with kineta, inc. ("legacy kineta") in accordance with the terms of the agreement and plan of merger dated as of june 5, 2022, as amended on december 5, 2022 (the "merger agreement"), by and among the issuer (f/k/a yumanity therapeutics, inc.), yacht merger sub, inc. and legacy kineta. pursuant to the terms of the merger agreement, each outstanding share of legacy kineta common stock was entitled to receive 0.0688 shares of common stock. the merger closed on december 16, 2022.
f2 the reporting person is a managing member of rlb holdings, llc ("rlb holdings") and rlb holdings connecticut llc ("rlb connecticut") and shares voting and dispositive power over the shares held by rlb holdings and rlb connecticut. as such, the reporting person may be deemed to beneficially own such shares held by rlb holdings and rlb connecticut.
f3 represents shares of common stock acquired by rlb connecticut immediately following the merger in a private placement pursuant to a securities purchase agreement dated as of june 5, 2022 and as amended on october 24, 2022 and december 5, 2022. the issuance of the shares to rlb connecticut was approved by the company's board of directors in the manner contemplated by rule 16b-3 under the securities exchange act of 1934, as amended.
f4 represents shares of common stock underlying a time-based restricted stock unit award ("rsu"). the rsu will vest in full on june 14, 2023, subject to the continuing service of the reporting person on such vesting date.
f5 received in connection with the merger in exchange for 59,545 shares of common stock underlying a legacy kineta rsu.
f6 represents shares of common stock underlying a time-based rsu. the rsu will vest in full on march 16, 2023, subject to the continuing service of the reporting person on such vesting date.
f7 received in connection with the merger in exchange for 12,500 shares of common stock underlying a legacy kineta rsu.
f8 the stock option vested as to 1/3 of the total number of shares on may 27, 2021, an additional 1/3 of the total number of shares vested on may 27, 2022, and the remaining 1/3 of the total number of shares will vest on may 27, 2023, subject to the continuing service of the reporting person on each vesting date.
f9 received in connection with the merger in exchange for options to acquire 50,000 shares of legacy kineta common stock for $1.80 per share.
f10 the stock option vested as to 1/3 of the total number of shares on february 10, 2021, an additional 1/3 of the total number of shares vested on february 10, 2022, and the remaining 1/3 of the total number of shares will vest on february 10, 2023, subject to the continuing service of the reporting person on each vesting date.
f11 received in connection with the merger in exchange for options to acquire 90,000 shares of legacy kineta common stock for $2.00 per share.
f12 the stock option is fully vested and exercisable.
f13 received in connection with the merger in exchange for options to acquire 150,000 shares of legacy kineta common stock for $1.60 per share.
f14 the warrants are immediately exercisable in full.
f15 received in connection with the merger in exchange for warrants to acquire 500,000 shares of legacy kineta common stock for $1.50 per share.
f16 received in connection with the merger in exchange for warrants to acquire 872,364 shares of legacy kineta common stock for $0.01 per share.

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