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SYNLOGIC, INC. Director's Dealing 2017

Aug 30, 2017

35028_dirs_2017-08-30_8b2e68cf-3688-4619-8017-1428976a364d.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: SYNLOGIC, INC. (SYBX)
CIK: 0001527599
Period of Report: 2017-08-28

Reporting Person: Miller Paul Francis (Chief Scientific Officer)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 41676 Direct
Common Stock 33459 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $13.53 2027-05-15 Common Stock (2778) Direct
Stock Option (right to buy) $13.53 2027-05-15 Common Stock (27413) Direct

Footnotes

F1: Shares of capital stock of the corporation then known as Synlogic, Inc. ("Old Synlogic") were converted into shares of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of May 15, 2017, by and among the Issuer, Meerkat Merger Sub, Inc. and Old Synlogic (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of capital stock was exchanged for 0.5532 shares of the Issuer's common stock, giving effect to a reverse split of the Issuer's common stock of 7-to-1.

F2: On May 15, 2017, Reporting Person was granted 75,337 shares of common stock of Old Synlogic subject to a restricted stock agreement, dated May 15, 2017, by and between Old Synlogic and the Reporting Person, under the 2017 Stock Plan (the "2017 Plan"). Pursuant to the Merger Agreement, this common stock was converted into 41,676 shares of the Issuer's common stock. One-fourth of the total number of shares subject to the restricted stock agreement vest on September 15, 2015 and the remainder vest in equal monthly installments until September 15, 2018, provided that at the relevant vesting dates the Reporting Person continues service to the Issuer and has not been terminated as defined in and as determined under the 2017 Plan.

F3: On May 15, 2017, Reporting Person was granted 60,482 shares of common stock of Old Synlogic subject to a restricted stock agreement, dated May 15, 2017, by and between Old Synlogic and the Reporting Person, under the 2017 Plan. Pursuant to the Merger Agreement, this common stock was converted into 33,459 shares of the Issuer's common stock. The shares vest in equal monthly installments beginning on August 6, 2016 and continuing until July 6, 2020, provided that at the relevant vesting dates the Reporting Person continues service to the Issuer and has not been terminated as defined in and as determined under the 2017 Plan.

F4: On May 15, 2017, Reporting Person was granted an option to purchase 5,023 shares of common stock of Old Synlogic under the 2017 Plan at an exercise price of $7.48 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 2,778 shares of the Issuer's common stock at a per share exercise price of $13.53. One fourth of the total number of shares subject to the option vest on September 15, 2015 and the remainder vest in equal monthly installments until September 15, 2018, provided that at the relevant vesting dates the Reporting Person continues service to the Issuer and has not been terminated as defined in and as determined under the Plan. The option expires ten years after the date of the grant.

F5: On May 15, 2017, Reporting Person was granted an option to purchase 49,554 shares of common stock of Old Synlogic under the 2017 Plan at an exercise price of $7.48 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 27,413 shares of the Issuer's common stock at a per share exercise price of $13.53. The shares vest in equal monthly installments beginning on June 15, 2017 and continuing until May 15, 2021, provided that at the relevant vesting dates the Reporting Person continues service to the Issuer and has not been terminated as defined in and as determined under the Plan. The option expires ten years after the date of the grant.