ARS Pharmaceuticals, Inc. — Director's Dealing 2022

Nov 11, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ARS Pharmaceuticals, Inc. (SPRY)
CIK: 0001671858
Period of Report: 2022-11-08

Reporting Person: Lowenthal Richard E (Director, President and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-11-08	Common Stock	A	5176822	—	Acquired	5176822	Direct
2022-11-08	Common Stock	A	1772850	—	Acquired	1772850	Indirect
2022-11-08	Common Stock	A	4326854	—	Acquired	4326854	Indirect
2022-11-08	Common Stock	A	1772850	—	Acquired	1772850	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-11-08	Employee Stock Option (right to buy)	$0.84	A	236380	Acquired	2029-12-16	Common Stock (236380)	Direct
2022-11-08	Employee Stock Option (right to buy)	$1.44	A	236380	Acquired	2031-12-13	Common Stock (236380)	Direct
2022-11-08	Employee Stock Option (Right to Buy)	$0.84	A	82733	Acquired	2029-12-16	Common Stock (82733)	Indirect
2022-11-08	Employee Stock Option (right to buy)	$1.44	A	82733	Acquired	2031-12-13	Common Stock (82733)	Indirect

Footnotes

F1: Received in exchange for 4,380,084 shares of common stock of ARS Pharmaceuticals, Inc. ("ARS") pursuant to an Agreement and Plan of Merger and Reorganization by and among ARS, the Issuer and Sabre Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Merger Sub"), as amended (the "Merger Agreement"). Under the terms of the Merger Agreement, on November 8, 2022, Merger Sub merged with and into ARS (the "Merger"), with ARS surviving the Merger as a wholly-owned subsidiary of the Issuer. Upon the closing of the Merger, each share of ARS common stock was converted into the right to receive 1.1819 shares of the Issuer common stock. Subsequent to the Merger, the name of the Issuer was changed from Silverback Therapeutics, Inc. to ARS Pharmaceuticals, Inc.

F2: Received in exchange for 1,500,000 shares of common stock of ARS pursuant to the Merger Agreement.

F3: The Reporting Person is trustee of the trust.

F4: Received in exchange for 3,660,930 shares of common stock of ARS pursuant to the Merger Agreement.

F5: The Reporting Person's spouse is trustee of the trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

F6: 25% of the shares subject to the option vest on the one year anniversary of the vesting commencement date and the balance of the shares vest in a series of thirty-six (36) successive equal monthly installments measured from the first anniversary of the vesting commencement date.

F7: Received in exchange for a stock option to acquire 200,000 shares of common stock of ARS with an exercise price of $0.99 per share pursuant to the Merger Agreement.

F8: Upon the closing of the Merger, each outstanding option to purchase shares of ARS common stock was assumed by the Issuer and converted into an option to purchase the Issuer's common stock.

F9: Received in exchange for a stock option to acquire 200,000 shares of common stock of ARS with an exercise price of $1.70 per share pursuant to the Merger Agreement.

F10: Received in exchange for a stock option to acquire 70,000 shares of common stock of ARS with an exercise price of $0.99 per share pursuant to the Merger Agreement.

F11: Received in exchange for a stock option to acquire 70,000 shares of common stock of ARS with an exercise price of $1.70 per share pursuant to the Merger Agreement.