4//SEC Filing
Tingley Whittemore 4
Accession 0000950170-25-010075
CIK 0001858848other
Filed
Jan 27, 7:00 PM ET
Accepted
Jan 28, 8:00 PM ET
Size
29.2 KB
Accession
0000950170-25-010075
Insider Transaction Report
Form 4
Tingley Whittemore
Chief Medical Officer
Transactions
- Award
Common Stock
2025-01-24+31,676→ 178,782 total - Award
Stock Option (Right to buy)
2025-01-24+235,000→ 235,000 totalExercise: $1.21From: 2025-02-24Exp: 2035-01-23→ Common Stock (235,000 underlying) - Award
Stock Option (Right to Buy)
2025-01-24+69,982→ 69,982 totalExercise: $1.21From: 2021-07-17Exp: 2031-06-16→ Common Stock (69,982 underlying) - Award
Stock Option (Right to Buy)
2025-01-24+141,000→ 141,000 totalExercise: $1.21From: 2022-03-15Exp: 2032-02-14→ Common Stock (141,000 underlying) - Award
Stock Option (Right to Buy)
2025-01-24+205,000→ 205,000 totalExercise: $1.21From: 2023-03-15Exp: 2033-02-14→ Common Stock (205,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-01-24−69,982→ 0 totalExercise: $9.36From: 2021-07-17Exp: 2031-06-16→ Common Stock (69,982 underlying) - Award
Common Stock
2025-01-24+40,000→ 147,106 total - Disposition to Issuer
Stock Option (Right to Buy)
2025-01-24−205,000→ 0 totalExercise: $3.06From: 2023-03-15Exp: 2033-02-14→ Common Stock (205,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-01-24−215,000→ 0 totalExercise: $5.22From: 2024-03-23Exp: 2034-02-22→ Common Stock (215,000 underlying) - Award
Stock Option (Right to Buy)
2025-01-24+215,000→ 215,000 totalExercise: $1.21From: 2024-03-23Exp: 2034-02-22→ Common Stock (215,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2025-01-24−141,000→ 0 totalExercise: $15.19From: 2022-03-15Exp: 2032-02-14→ Common Stock (141,000 underlying)
Footnotes (12)
- [F1]Represents shares of Tenaya Therapeutics, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units. Each restricted stock unit is the economic equivalent of one share of Tenaya Therapeutics, Inc. common stock.
- [F10]1/48th of the shares underying the option vested on March 15, 2022, and the remaining shares vest in 48 equal monthly installments thereafter.
- [F11]1/48th of the shares underying the option vested on March 15, 2023, and the remaining shares vest in 48 equal monthly installments thereafter.
- [F12]1/48th of the shares underying the option vested on March 23, 2024, and the remaining shares vest in 48 equal monthly installments thereafter.
- [F2]The restricted stock units were granted to the Reporting Person on the Transaction Date pursuant to the Tenaya Therapeutics, Inc. 2021 Equity Incentive Plan. The restricted stock units will vest as to 1/8th of the total number of shares subject to the restricted stock unit award on August 15, 2025, and 1/8th of the total number of shares subject to the restricted stock unit award every six months thereafter until fully vested.
- [F3]Includes 103,750 shares of Tenaya Therapeutics, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.
- [F4]The restricted stock units were granted to the Reporting Person on the Transaction Date pursuant to the Tenaya Therapeutics, Inc. 2021 Equity Incentive Plan. The restricted stock units will vest as to 1/4th of the total number of shares subject to the restricted stock unit award on May 15, 2025, and 1/4th of the total number of shares subject to the restricted stock unit award every six months thereafter until fully vested.
- [F5]Includes 135,426 shares of Tenaya Therapeutics, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.
- [F6]Option granted pursuant to the Tenaya Therapeutics, Inc. 2021 Equity Incentive Plan. Option will vest as to 1/48th of the total number of shares subject to the option on the one month anniversary of the Transaction Date and 1/48th of the total number of shares subject to the option on each monthly anniversary thereafter until fully vested.
- [F7]1/48th of the shares underying the option vested on July 17, 2021, and the remaining shares vest in 48 equal monthly installments thereafter.
- [F8]The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") effective on January 24, 2025 (the "Effective Date"). The Option Repricing applies to nonstatutory options with exercise prices equal to or greater than $3.00 per share held by all continuing employees and certain other service providers of the Issuer as of the Effective Date.
- [F9]Pursuant to the Option Repricing, the exercise price of the repriced options, including the reported option, has been amended to reduce the exercise price to $1.21 per share, the closing price of the Issuer's common stock on the Effective Date. However, if an option holder exercises a repriced option before the end of a "Retention Period" through which the option holder must remain in service to the Issuer, then the option holder will be required to pay a premium exercise price that is equal to the original exercise price per share of such option. The "Retention Period" begins on the Effective Date of the Option Repricing and ends on the earliest to occur of the following: (i) July 24, 2025 or (ii) a Change in Control, as defined in the Issuer's 2016 Equity Incentive Plan or 2021 Equity Incentive Plan (as applicable). There was no change to the vesting schedules, expiration dates or number of shares underlying the repriced options.
Documents
Issuer
Tenaya Therapeutics, Inc.
CIK 0001858848
Entity typeother
Related Parties
1- filerCIK 0001868494
Filing Metadata
- Form type
- 4
- Filed
- Jan 27, 7:00 PM ET
- Accepted
- Jan 28, 8:00 PM ET
- Size
- 29.2 KB