Athira Pharma, Inc. — Director's Dealing 2024

Feb 16, 2024

SEC Form 4/A — Form 4/A

Issuer: Athira Pharma, Inc. (ATHA)
CIK: 0001620463
Period of Report: 2024-01-04

Reporting Person: Litton Mark James (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-01-04	Common Stock	A	20000	—	Acquired	149217	Direct
2024-01-05	Common Stock	S	4820	$2.91	Disposed	144397	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6563	Indirect
Common Stock	6563	Indirect
Common Stock	6563	Indirect

Footnotes

F1: On November 3, 2021, the reporting person was granted restricted stock units ("RSUs") representing 60,000 shares of Common Stock of the Issuer. The RSUs are scheduled to vest according to the following amended vesting schedule: (1) one third (1/3rd) of the number of shares subject to the RSU award vest at the completion of the public readout of topline results of the Issuer's ACT-AD Phase 2 clinical trial; (2) one third (1/3rd) of the number of shares subject to the RSU award vest as of the date the Compensation Committee (the "Committee") determines that enrollment of the Company's LIFT-AD Phase 2/3 clinical trial has been completed, and (3) one third (1/3rd) of the number of shares subject to the RSU award vest as of the completion of the public readout of topline results of the Issuer's LIFT-AD Phase 2/3 clinical trial (the "LIFT-AD Readout"), in each case subject to continued service with the Issuer through the applicable vesting date.

F2: On January 4, 2024, the Committee determined that enrollment of the Company's LIFT-AD Phase 2/3 clinical trial had been completed and 20,000 RSUs vested and settled on such date. The original Form 4 incorrectly reported the determination date as January 4, 2023.

F3: The reported shares were sold to cover the Issuer's tax withholding obligations in connection with the vesting of RSUs. Such sale was made pursuant to an Issuer-mandated policy and was not subject to discretion.

F4: The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $2.84 to $3.01, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F5: Reflects Common Stock held by Irrevocable Trust of OSL held for the benefit of Dr. Litton's children.

F6: Reflects Common Stock held by Irrevocable Trust of SWL held for the benefit of Dr. Litton's children.

F7: Reflects Common Stock held by Irrevocable Trust of WGL held for the benefit of Dr. Litton's children.