NEKTAR THERAPEUTICS — Director's Dealing 2022

Aug 18, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEKTAR THERAPEUTICS (NKTR)
CIK: 0000906709
Period of Report: 2022-08-15

Reporting Person: Zalevsky Jonathan (Chief R&D Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-08-15	Common Stock	A	135000	$0.00	Acquired	411399	Direct
2022-08-16	Common Stock	S	10560	$4.76	Disposed	400839	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-08-15	Common Stock	$4.91	A	270000	Acquired	2030-08-14	Common Stock (270000)	Direct

Footnotes

F1: Common stock was acquired pursuant to a grant of restricted stock units ("RSU"). Each RSU represents a contingent right to receive, upon vesting of the unit, one share of Common Stock of the Issuer. These RSUs were granted in connection with a retention program and are in lieu of the Issuer's usual end-of-year annual performance grants. These RSUs vest over three years from the date of grant in substantially equal quarterly installments based on continued service.

F2: Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the RSUs held by the reporting person. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

F3: This transaction was executed in multiple trades at prices ranging from $4.67 to $4.88. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and the prices at which the transactions were effected upon request to the SEC staff, the Issuer, or a security holder of the Issuer.

F4: Stock options were granted in connection with a retention program and are in lieu of the Issuer's usual end-of-year annual performance grants.

F5: Stock options vest over three years from the date of grant in substantially equal monthly installments based on continued service.