Skip to main content

Josephson Neil's Form 4/A amendment

Amended

Zymeworks Inc.ZYME · filed Dec 23, 2022

Accession no.
0000899243-22-039331
Filed
Dec 23, 2022
Trade date
Nov 10, 2022
Filing delay
43 days
Rule 10b5-1 plan
Not on the form (before 2023)
Original filed
Nov 14, 2022

This filing lists 2 non-derivative transactions and 1 derivative transaction. Open-market sales total $20.0K. It was filed 43 days after the trade.

This amendment replaces 0000899243-22-035813 (filed Nov 14, 2022).

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.

Reporting owners on this filing
OwnerRelationship to the company
Josephson NeilCIK 0001864141Officer (Chief Medical Officer)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Nov 10, 2022Common StockMOption exerciseAcquired+5,885$0.00$016,924Direct
Nov 10, 2022Common StockSSaleDisposed−2,475$8.10F3−$20,047.514,449Direct

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.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Nov 10, 2022Common SharesMOption exerciseDisposed−5,885$0.00$011,772Direct

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

Represents shares of common stock issued upon vesting of one third of the restricted stock units ("RSUs") granted on November 10, 2021.

F2

Represents shares of common stock sold to cover tax withholding obligations and other applicable fees in connection with the vesting of RSUs. Pursuant to the terms of the applicable RSU grant agreement (the "Grant Agreement"), effective on the grant date of the RSUs, the Reporting Person adopted a 10b5-1 plan pursuant to which the Reporting Person elected to sell shares to cover tax withholding obligations and other applicable fees in accordance with the terms of the Grant Agreement.

F3

The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $8.09 to $8.10, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

Referenced by the price of 1 transaction in Table I.

F4

Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.

F5

The RSUs were granted on November 10, 2021 and vest in three equal annual instalments beginning on November 10, 2022.

Remarks

This Amendment is being filed solely to include Exhibit 24 - Power of Attorney, which was inadvertently omitted in the Form 4 filed on November 14, 2022. Exhibit List - Exhibit 24 - Power of Attorney. On October 13, 2022, the Issuer (formerly Zymeworks Delaware Inc., a Delaware corporation) became the successor issuer of Zymeworks BC Inc. (formerly Zymeworks Inc., a corporation continued under the Business Corporations Act (British Columbia)) pursuant to Rule 12g-3 of the Securities Exchange Act of 1934, as amended. On such date the Issuer completed a series of transactions, including a redomicile, pursuant to a statutory plan of arrangement under Section 288 of the Business Corporations Act (British Columbia), as a result of which common shares of Zymeworks BC Inc. were exchanged for either shares of common stock of the Issuer or exchangeable shares issued by Zymeworks ExchangeCo Ltd., an indirect subsidiary of the Issuer.

Read the full filing on SEC EDGAR (opens in a new tab)