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IMMUNIC, INC. Director's Dealing 2019

Jan 14, 2019

10196_dirs_2019-01-14_11359123-0243-43ce-b15d-f7b5bdbbc09a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VITAL THERAPIES INC (VTL)
CIK: 0001280776
Period of Report: 2019-01-11

Reporting Person: DUNN JOHN MICHAEL (General Counsel and Secretary)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-01-11 Stock Option (right to buy) $19.03 D 50000 Disposed 2024-11-16 Common Stock (50000.0) Direct
2019-01-11 Stock Option (right to buy) $8.28 D 45000 Disposed 2026-05-12 Common Stock (45000.0) Direct
2019-01-11 Stock Option (right to buy) $3.2 D 45000 Disposed 2027-06-09 Common Stock (45000.0) Direct
2019-01-11 Stock Option (right to buy) $5.0 D 45000 Disposed 2028-06-08 Common Stock (45000.0) Direct
2019-01-11 Restricted Stock Units $ A 724848 Acquired Common Stock (724848.0) Direct

Footnotes

F1: Subject to the reporting person continuing to be a Service Provider (as defined in the 2014 Equity Incentive Plan (the "Plan")), one forty-eighth (1/48th) of the shares subject to the option vested and became exercisable one month after the vesting commencement date of November 17, 2014, and an additional one forty-eighth (1/48th) of the shares vest and become exercisable at the end of each monthly period thereafter. One hundred percent (100%) of the unvested portion of the option, if any, shall vest in the event of a termination without cause following a Change in Control (as defined in the Plan).

F2: The option was cancelled by mutual agreement of the reporting person and Vital Therapies, Inc. The reporting person received a restricted stock unit award as reported in this Form 4 as consideration for this cancellation.

F3: Subject to the reporting person continuing to be a Service Provider (as defined in the 2014 Equity Incentive Plan (the "Plan")), one forty-eighth (1/48th) of the shares subject to the option vested and became exercisable one month after the vesting commencement date of April 16, 2016, and an additional one forty-eighth (1/48th) of the shares vest and become exercisable at the end of each monthly period thereafter. One hundred percent (100%) of the unvested portion of the option, if any, shall vest in the event of a termination without cause following a Change in Control (as defined in the Plan).

F4: Subject to the reporting person continuing to be a Service Provider (as defined in the 2014 Equity Incentive Plan (the "Plan")), one forty-eighth (1/48th) of the shares subject to the option vested and became exercisable one month after the vesting commencement date of June 10, 2017, and an additional one forty-eighth (1/48th) of the shares vest and become exercisable at the end of each monthly period thereafter. One hundred percent (100%) of the unvested portion of the option, if any, shall vest in the event of a termination without cause following a Change in Control (as defined in the Plan).

F5: Subject to the reporting person continuing to be a Service Provider (as defined in the 2014 Equity Incentive Plan (the "Plan")), one forty-eighth (1/48th) of the shares subject to the option vested and became exercisable one month after the vesting commencement date of June 9, 2018, and an additional one forty-eighth (1/48th) of the shares vest and become exercisable at the end of each monthly period thereafter. One hundred percent (100%) of the unvested portion of the option, if any, shall vest in the event of a termination without cause following a Change in Control (as defined in the Plan).

F6: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Vital Therapies, Inc. Common Stock.

F7: Subject to the reporting person continuing to be a Service Provider (as defined in the 2014 Equity Incentive Plan), twenty five percent (25%) of the RSUs vest annually after the vesting commencement date of January 11, 2019. One hundred percent (100%) of the unvested portion of the RSUs, if any, shall vest in the event of a Termination without Cause or Resignation for Good Reason (each as defined in the reporting person's Change of Control and Severance Agreement).