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Armata Pharmaceuticals, Inc. — Director's Dealing 2021
Jan 28, 2021
34152_dirs_2021-01-28_68a3a3d4-2bd2-4708-bcdb-d6e222bd51c9.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Armata Pharmaceuticals, Inc. (ARMP)
CIK: 0000921114
Period of Report: 2021-01-26
Reporting Person: Innoviva, Inc. (Director, 10% Owner)
Reporting Person: Innoviva Strategic Opportunities LLC (Director, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2021-01-26 | Common Stock | P | 1867912 | $3.25 | Acquired | 1867912 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2021-01-26 | Warrants to Purchase Common Stock | $3.25 | P | 1867912 | Acquired | 2026-01-26 | Common Stock (1867912) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 8710800 | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Warrants to Purchase Common Stock | $2.87 | Common Stock () | 8710800 | Direct |
Footnotes
F1: On January 26, 2021, Innoviva Strategic Opportunities LLC ("Innoviva Sub"), a Delaware limited liability company and a wholly-owned subsidiary of Innoviva, Inc. ("Innoviva" and, together with Innoviva Sub, the "Reporting Persons"), entered into that certain Securities Purchase Agreement (the "Purchase Agreement") with Armata Pharmaceuticals, Inc., a Washington corporation (the "Issuer") and acquired 1,867,912 newly issued shares of common stock, $0.01 par value per share, of the Issuer ("Common Stock") and warrants ("Warrants") to purchase 1,867,912 shares of Common Stock, with an exercise price per share of $3.25. In addition, pursuant to transactions occurring in 2020, Innoviva is the direct beneficial owner of 8,710,800 shares of Common Stock and 8,710,800 warrants to purchase Common Stock with an exercise price of $2.87.
F2: In 2020, Innoviva designated Odysseas Kostas, M.D. and Sarah Schlesinger, M.D., two of the members of the board of directors of Innoviva, to serve on the board of directors of the Issuer. As such, solely for purposes of Section 16 of the Exchange Act, the Reporting Persons may be deemed to be directors by deputization. For purposes of the exemption under Rule 16b-3 promulgated under the Exchange Act, the board of directors of the Issuer approved the acquisition of any direct or indirect pecuniary interest in any shares of Common Stock, including any shares of Common Stock underlying the Warrants, as a result of or in connection with the transactions reported in this Form 4.
F3: See Statement Of Changes In Beneficial Ownership on Form 4 filed with the Securities Exchange Commission on March 31, 2020.