Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-22-062280
Date:2022-12-16
Issuer: KINETA, INC./DE (KA)
Original Submission Date:

Reporting Person:

IADONATO SHAWN
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 621,601 a $0.00 621,601 direct
COMMON STOCK 2022-12-16 A 30,127 a $0.00 651,728 direct
COMMON STOCK 2022-12-16 A 8,600 a $0.00 660,328 direct
COMMON STOCK 2022-12-16 A 8,658 a $11.55 668,986 direct
COMMON STOCK 2022-12-16 A 8,553 a $0.00 8,553 indirect
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 OPTION (RIGHT TO BUY) 23.25 2022-12-16 deemed execution date A 46,971 (a) 2028-11-09 common stock 46,971 $23.25 46,971 direct
STOCK OPTION (RIGHT TO BUY) 29.73 2022-12-16 deemed execution date A 3,640 (a) 2027-05-30 common stock 3,640 $29.73 3,640 direct
STOCK OPTION (RIGHT TO BUY) 25.58 2022-12-16 deemed execution date A 15,636 (a) 2023-11-09 common stock 15,636 $25.58 15,636 direct
STOCK OPTION (RIGHT TO BUY) 27.03 2022-12-16 deemed execution date A 23,879 (a) 2032-05-30 common stock 23,879 $27.03 23,879 direct
STOCK OPTION (RIGHT TO BUY) 28.48 2022-12-16 deemed execution date A 26,144 (a) 2026-05-25 common stock 26,144 $28.48 26,144 direct
STOCK OPTION (RIGHT TO BUY) 12.11 2022-12-16 deemed execution date A 123,840 (a) 2024-03-31 common stock 123,840 $12.11 123,840 direct
WARRANTS (RIGHT TO BUY) 0.14 2022-12-16 deemed execution date A 1,382 (a) 2025-12-02 common stock 1,382 $0.14 1,382 direct
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 represents shares of common stock underlying time-based restricted stock unit awards ("rsus"). the rsus will vest in full on june 14, 2023, subject to the continuing employment of the reporting person on such vesting date.
f3 received in connection with the merger in exchange for 437,910 shares of common stock underlying legacy kineta rsus.
f4 represents shares of common stock underlying a time-based rsu. the rsu will vest in full on march 16, 2023, subject to the continuing employment of the reporting person on such vesting date.
f5 received in connection with the merger in exchange for 125,000 shares of common stock underlying a legacy kineta rsu.
f6 represents shares of common stock acquired by the reporting person 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 the reporting person 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.
f7 the stock option is fully vested and exercisable.
f8 received in connection with the merger in exchange for options to acquire 682,728 shares of legacy kineta common stock for $1.60 per share.
f9 the stock option vested as to 1/3 of the total number of shares on may 31, 2022, and an additional 1/3 of the total number of shares will vest on each yearly anniversary thereafter, until such time as the stock option is 100% vested, subject to the continuing employment of the reporting person on each vesting date.
f10 received in connection with the merger in exchange for options to acquire 52,910 shares of legacy kineta common stock for $2.046 per share.
f11 received in connection with the merger in exchange for options to acquire 227,272 shares of legacy kineta common stock for $1.76 per share.
f12 received in connection with the merger in exchange for options to acquire 347,090 shares of legacy kineta common stock for $1.86 per share.
f13 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 employment of the reporting person on each vesting date.
f14 received in connection with the merger in exchange for options to acquire 380,000 shares of legacy kineta common stock for $1.96 per share.
f15 received in connection with the merger in exchange for options to acquire 1,800,000 shares of legacy kineta common stock for $0.8333 per share.
f16 the warrants are immediately exercisable in full.
f17 received in connection with the merger in exchange for warrants to acquire 20,101 shares of legacy kineta common stock for $0.01 per share.
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