01/14/2026 | Press release | Distributed by Public on 01/14/2026 16:00
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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) | $8.23 | 01/12/2026 | A | 185,000 | (3) | 01/11/2036 | Common Stock | 185,000 | $ 0 | 185,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Shaw Christi C/O KYVERNA THERAPEUTICS, INC. 5980 HORTON ST., STE 550 EMERYVILLE, CA 94608 |
X | Executive Chairperson | ||
| By: /s/ Samantha Eldredge, as Attorney-in-Fact | 01/14/2026 | |
| **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) | Represents a restricted stock unit award of common stock, 1/4th of the shares subject to which shall vest on January 12, 2027, and 1/4th of the shares subject to the restricted stock unit award shall vest following each one-year period thereafter, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive. |
| (2) | Represents a performance restricted stock unit award of common stock, which will vest upon the Issuer's common stock achieving certain specified prices per share. |
| (3) | 1/4th of the shares subject to the option shall vest on January 12, 2027, and 1/48th of the shares subject to the option shall vest following each one-month period thereafter, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive. |