Cyclerion Therapeutics, Inc. — Director's Dealing 2021

Jan 11, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Cyclerion Therapeutics, Inc. (CYCN)
CIK: 0001755237
Period of Report: 2021-01-01

Reporting Person: Gjino Anjeza (N/A)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15224	Direct
Common Stock	18199	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$14.4	2023-12-01	Common Stock (30)		Direct
Employee Stock Option (Right to Buy)	$12.68	2023-12-02	Common Stock (300)		Direct
Employee Stock Option (Right to Buy)	$11.95	2023-12-16	Common Stock (250)		Direct
Employee Stock Option (Right to Buy)	$15.54	2024-03-03	Common Stock (540)		Direct
Employee Stock Option (Right to Buy)	$14.87	2024-11-03	Common Stock (1000)		Direct
Employee Stock Option (Right to Buy)	$17.2	2025-03-16	Common Stock (340)		Direct
Employee Stock Option (Right to Buy)	$11.52	2025-10-01	Common Stock (402)		Direct
Employee Stock Option (Right to Buy)	$11.28	2026-03-01	Common Stock (3773)		Direct
Employee Stock Option (Right to Buy)	$14.21	2029-01-29	Common Stock (11504)		Direct
Employee Stock Option (Right to Buy)	$10.1	2029-09-06	Common Stock (5468)		Direct
Employee Stock Option (Right to Buy)	$2.48	2030-11-04	Common Stock (1562)		Direct
Employee Stock Option (Right to Buy)	$14.21	2029-01-29	Common Stock (12944)		Direct
Employee Stock Option (Right to Buy)	$10.1	2029-09-06	Common Stock (12032)		Direct
Employee Stock Option (Right to Buy)	$2.01	2029-11-22	Common Stock (75000)		Direct
Employee Stock Option (Right to Buy)	$2.48	2030-11-04	Common Stock (73438)		Direct

Footnotes

F1: Includes 7,204 shares acquired under the Issuer's 2019 Employee Stock Purchase Plan.

F2: Consists of (i) 9,449 shares underlying unvested restricted stock units ("RSUs"), each representing the right to receive one share of Common Stock, received as a result of the equitable adjustment of outstanding RSUs held prior to the spin-off of the Issue from its predecessor, effective April1, 2019 (the "Separation"), that vest ratably on February 24, 2021, February 24, 2022 and February 23, 2023, and (ii) 8,750 shares issued under the Issuer's 2019 Equity Incentive Plan that vest ratably on August 12, 2021, August 11, 2022 and August 10, 2023.

F3: These stock options are fully exercisable and were granted by the Issuer's predecessor and were equitably adjusted into stock options of the Issuer pursuant to the Separation.

F4: These stock options were issued under the Issuer's 2019 Equity Incentive Plan and are fully exercisable.

F5: These stock options vest and become exercisable ratably on the first day of each month until and including January 1, 2023.

F6: These stock options vest and become exercisable ratably on the sixth day of each month until and including September 6, 2023.

F7: These stock options vest and become exercisable upon the attainment of both performance-based and service-based hurdles, as follows: (i) 20% of the shares subject to the option, if the average closing price of the common stock reported by Nasdaq for any thirty (30) consecutive trading days equals or exceeds $10; plus an additional (ii) 40% of the shares, if the average closing price equals or exceeds $20; plus an additional (iii) 40% of the shares, if the average closing price equals or exceeds $30; in each case, subject to the continuous employment or service through the later of the date that the performance hurdles set forth above are attained (but no later than December 31, 2024) and December 31, 2021. To the extent unvested as of December 31, 2024, all of these performance-based options will be cancelled.

F8: These stock options vest and become exercisable ratably on the fourth day of each month until and including November 4, 2024.