4//SEC Filing
ALTMAN MICHAEL SETH 4
Accession 0001140361-21-020674
CIK 0001808805other
Filed
Jun 10, 8:00 PM ET
Accepted
Jun 11, 5:32 PM ET
Size
14.7 KB
Accession
0001140361-21-020674
Insider Transaction Report
Form 4
ALTMAN MICHAEL SETH
DirectorChief Financial Officer10% Owner
Transactions
- Conversion
Class A ordinary shares
2021-06-09−499,000→ 0 total(indirect: ARYA Sciences Holdings III) - Conversion
Class B ordinary shares
2021-06-09−3,647,500→ 0 total(indirect: ARYA Sciences Holdings III)→ Class A ordinary shares (3,647,500 underlying) - Award
Stock Option (Right to buy)
2021-06-09+44,435→ 44,435 totalExercise: $11.16From: 2021-06-09Exp: 2031-06-09→ Common Stock (44,435 underlying) - Conversion
Common Stock
2021-06-09+3,647,500→ 3,647,500 total(indirect: ARYA Sciences Holdings III) - Conversion
Common Stock
2021-06-09+499,000→ 499,000 total(indirect: ARYA Sciences Holdings III)
Footnotes (4)
- [F1]In connection with the Business Combination Agreement, dated February 7, 2021, by and among ARYA Sciences Acquisition Corp III ("ARYA"), Mako Merger Sub, Inc. and Nautilus Biotechnology, Inc. (the transactions contemplated thereby, the "Business Combination"), ARYA domesticated as a Delaware corporation (the "Domestication") and changed its name to "Nautilus Biotechnology, Inc." ("Nautilus"). In connection with the Domestication, ARYA Sciences Holdings III's (the "Sponsor") Class B ordinary shares, par value $0.0001 per share, of ARYA, which were previously convertible into Class A ordinary shares of ARYA (as described in ARYA's registration statement on Form S-1 (File No. 333-239986) under the heading "Description of Securities--Founder Shares"), were automatically converted into shares of common stock of Nautilus, par value $0.0001 per share, on a one-for-one basis.
- [F2]The securities reported herein are held by the Sponsor. The Sponsor is governed by a board of directors consisting of two directors, Adam Stone and Michael Altman (the "Reporting Person"). As such, Mr. Stone and the Reporting Person have voting and investment discretion with respect to securities held of record by the Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by the Sponsor. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
- [F3]In connection with the Business Combination, the Sponsor's private placement shares, par value $0.0001 per share, of ARYA automatically converted into shares of common stock of Nautilus, par value $0.0001 per share, on a one-for-one basis.
- [F4]In connection with the appointment of the Reporting Person to the board of directors of Nautilus (the "Board"), the Board granted on June 9, 2021 the Reporting Person an Initial Award (as defined in the Company's Outside Director Compensation Policy and in accordance with Nautilus' 2021 Equity Incentive Plan (the "Plan"). Subject to the Reporting Person's continuous status as a "Service Provider" (as defined in the the Plan), the Initial Award is scheduled to vest as to one thirty-sixth (1/36th) of the shares of common stock subject to the Initial Award on a monthly basis following the Initial Award's grant date on the same day of the month as such grant date (or on the last day of the month, if there is no corresponding day in such month). The grant date is June 9, 2021.
Documents
Issuer
Nautilus Biotechnology, Inc.
CIK 0001808805
Entity typeother
Related Parties
1- filerCIK 0001746738
Filing Metadata
- Form type
- 4
- Filed
- Jun 10, 8:00 PM ET
- Accepted
- Jun 11, 5:32 PM ET
- Size
- 14.7 KB