Ciaramella Giuseppe's Form 4/A amendment
AmendedBeam Therapeutics Inc. (BEAM) · filed Dec 20, 2022
- Accession no.
- 0000899243-22-039103
- Filed
- Dec 20, 2022
- Trade date
- Dec 12, 2022
- Filing delay
- 8 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Dec 14, 2022
This filing lists 1 derivative transaction. It carries over 6 transactions from the original filing that it did not restate. Open-market sales total $2.18M. It was filed 8 days after the trade.
This amendment restates part of 0000899243-22-038538 (filed Dec 14, 2022). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Ciaramella GiuseppeCIK 0001786322 | Officer (President & CSO) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
This filing has no transactions of this kind.
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 12, 2022 | Common Stock | MOption exerciseDisposed | −18,211 | $0.00 | $0 | 9,106 | Direct |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0000899243-22-038538 (filed Dec 14, 2022).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 12, 2022 | Common Stock | MOption exerciseAcquired | +18,211 | $0.67 | +$12,201.37 | 133,825 | Direct | |
| Dec 12, 2022 | Common Stock | MOption exerciseAcquired | +8,652 | $4.22 | +$36,511.44 | 142,477 | Direct | |
| Dec 12, 2022 | Common Stock | SSaleDisposed | −31,699 | $42.30F3 | −$1,340,867.7 | 110,778 | Direct | |
| Dec 12, 2022 | Common Stock | SSaleDisposed | −13,933 | $43.15F4 | −$601,208.95 | 96,845 | Direct | |
| Dec 12, 2022 | Common Stock | SSaleDisposed | −5,383 | $43.87F5 | −$236,152.21 | 91,462 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 12, 2022 | Common Stock | MOption exerciseDisposed | −8,652 | $0.00 | $0 | 4,326 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F3
The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $41.74 to $42.71, inclusive.
Referenced by the price of 1 transaction in Table I.
- F4
The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $42.76 to $43.75, inclusive.
Referenced by the price of 1 transaction in Table I.
- F5
The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $43.76 to $44.06, inclusive.
Referenced by the price of 1 transaction in Table I.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On December 14, 2022, the reporting person filed a Form 4 which inadvertently attributed a stock option exercise to the incorrect stock option award. The stock option that was the subject of the reported exercise is the stock option award originally reported on September 9, 2021. Accordingly, the first line of Table 2 of this Form 4 reflects this correction.
- F2
The stock option exercise was effected pursuant to a Rule 10b5-1 trading plan.
- F3
The option award vests upon the achievement of a closing price hurdle following Beam Therapeutics Inc.'s initial public offering (which closing price hurdle has been achieved) in three equal installments on December 21, 2021, June 30, 2022 and December 31, 2022.