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Gossamer Bio, Inc. — Director's Dealing 2019
Feb 8, 2019
32603_dirs_2019-02-07_b51fd32d-e610-4402-81db-2ef9f5e17e3c.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: Gossamer Bio, Inc. (GOSS)
CIK: 0001728117
Period of Report: 2019-02-07
Reporting Person: Christian Waage (EVP & General Counsel)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 499948 | Direct |
| Common Stock | 22222 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Series B Preferred Stock | $0.00 | Common Stock (3454) | Indirect | ||
| Stock Option (Right to Buy) | $10.71 | 2028-12-10 | Common Stock (44444) | Direct |
Footnotes
F1: Includes 369,871 shares subject to forfeiture, which shares will vest in equal monthly installments as set forth in the restricted stock agreement between the Issuer and Reporting Person so that all of the shares will be released from the forfeiture restriction on November 18, 2021, subject to the Reporting Person's continuous service to the Corporation on each such vesting date. The shares are also subject to certain accelerated vesting provisions as set forth in more detail in the employment agreement between the Issuer and the Reporting Person.
F2: The 15,543 shares of Series B Preferred Stock held by a trust for the benefit of the Reporting Person's family are convertible, at any time, at the holder's election, at a ratio of 4.5 to one share of the Issuer's common stock. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series B Preferred Stock will automatically convert at a ratio of 4.5 to one share of the Issuer's common stock. The Series B Preferred Stock has no expiration date.
F3: 25% of the total number of shares subject to the option will vest on December 7, 2019 and 1/48th of the total number of shares subject to the option vest on the last day of each one-month period thereafter, subject to the Reporting Person's continuous service to the Corporation on each such vesting date. The shares subject to the option are also subject to certain accelerated vesting provisions as set forth in more detail in the employment agreement between the Issuer and the Reporting Person.