01/07/2025 | Press release | Distributed by Public on 01/07/2025 16:29
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) |
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 | ||||||||
Restricted Stock Units | (1) | 01/03/2025 | M | 3,255 | (2) | (2) | Common Stock | 3,255 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy) | $4.10 | 01/06/2025 | A | 22,148 | (3) | 01/06/2035 | Common Stock | 22,148 | $ 0 | 22,148 | D | ||||
Restricted Stock Units | (4) | 01/06/2025 | A | 18,293 | (3) | (3) | Common Stock | 18,293 | $ 0 | 18,293 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SMITH IAN F C/O SOLID BIOSCIENCES INC. 500 RUTHERFORD AVENUE, THIRD FLOOR CHARLESTOWN, MA 02129 |
X |
/s/ David Tyronne Howton as attorney-in-fact for Ian F. Smith | 01/07/2025 |
**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) | Restricted stock units convert to common stock on a one-for-one basis. |
(2) | The restricted stock units were granted on January 3, 2024 and vested in equal quarterly installments beginning three months from the date of grant, with the final installment vesting 12 months from the date of grant. |
(3) | The Smith RSUs (as defined in footnote 4) and this option (together with the Smith RSUs, the "Smith Equity Awards") were granted on January 6, 2025 ("the Grant Date") and vest in equal quarterly installments with the first installment vesting three months from the Grant Date and the final installment vesting date being the date that is 12 months from the Grant Date; provided that in the event of the early termination of the Second Amendment to Executive Chair Agreement between the Issuer and the reporting person (the "Smith Agreement") prior to the expiration of the Term (as defined in the Smith Agreement) and/or a change in control of the Issuer, the Smith Equity Awards shall accelerate in full. |
(4) | Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock (the "Smith RSUs"). |