Enliven Therapeutics Inc.

01/07/2025 | Press release | Distributed by Public on 01/07/2025 15:44

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Hohl Benjamin
2. Issuer Name and Ticker or Trading Symbol
Enliven Therapeutics, Inc. [ELVN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CHIEF FINANCIAL OFFICER
(Last) (First) (Middle)
C/O ENLIVEN THERAPEUTICS, INC., 6200 LOOKOUT ROAD
3. Date of Earliest Transaction (Month/Day/Year)
12/13/2024
(Street)
BOULDER, CO 80301
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/13/2024 M 13,000 A $2.48 13,000 D
Common Stock 01/03/2025 M(1) 1,000 A $2.48 14,000 D
Common Stock 01/03/2025 S(1) 1,000 D $25.0386(2) 13,000 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $2.48 12/13/2024 M 13,000 (3) 08/02/2031 Common Stock 13,000 $ 0 155,556(4) D
Stock Option (right to buy) $2.48 01/03/2025 M(1) 1,000 (3) 08/02/2031 Common Stock 1,000 $ 0 150,306(5) D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hohl Benjamin
C/O ENLIVEN THERAPEUTICS, INC.
6200 LOOKOUT ROAD
BOULDER, CO 80301
CHIEF FINANCIAL OFFICER

Signatures

/s/ Benjamin Hohl 01/07/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The 1,000 share option exercise and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 26, 2023.
(2) This transaction was executed in multiple trades at prices ranging from $25.00 to $25.045. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(3) The option, originally for 262,120 shares, vested as to one-fourth of the shares on August 2, 2022, and the remainder of the shares vest in 36 equal monthly installments thereafter.
(4) The number of derivative securities beneficially owned following the option exercise was as of December 13, 2024 and does not reflect subsequent option exercises that occurred on December 27, 2024 and December 30, 2024 as reported in a Form 4 filed by the Reporting Person on December 31, 2024.
(5) The number of derivative securities beneficially owned following the option exercise is as of January 3, 2025 and reflects the option exercise that occurred December 13, 2024, and reported herein, and subsequent option exercises that occurred on December 27, 2024 and December 30, 2024 as reported in a Form 4 filed by the Reporting Person on December 31, 2024
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.