10/23/2025 | Press release | Distributed by Public on 10/23/2025 15:10
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FORM 4
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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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $3.11 | 10/22/2025 | M | 76,901 | (2) | 07/30/2029 | Common Stock | 76,901 | $ 0 | 0 (3) | D | ||||
| Stock Option (Right to Buy) | $4.44 | 10/22/2025 | M | 3,898 | (4) | 02/16/2032 | Common Stock | 3,898 | $ 0 | 48,102 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Martins Ryan C/O 89BIO, INC. 655 MONTGOMERY STREET, SUITE 1500 SAN FRANCISCO, CA 94111 |
Chief Financial Officer | |||
| /s/ Ryan A. Murr, as attorney-in-fact for Ryan Martins | 10/23/2025 | |
| **Signature of Reporting Person | Date |
| * | 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) | Due to an administrative error, the exercise of an aggregate of 5,000 options was erroneously omitted from the Form 4 filed by the Reporting Person on March 27, 2023. This form reflects the correct amount of common stock owned by the Reporting Person. |
| (2) | This option is vested in full. |
| (3) | Due to an administrative error, the exercise of an aggregate of 5,000 options was erroneously omitted from the Form 4 filed by the Reporting Person on March 27, 2023. This form reflects the correct amount of stock options owned by the Reporting Person. |
| (4) | This option represents a right to purchase a total of 52,000 shares of the Issuer's Common Stock, one quarter of which vested on February 17, 2023, with the remaining three quarters vesting in equal quarterly installments over the following three years, subject to the Reporting Person's continued service to the Issuer. |