Evans John M.'s Form 4/A amendment
AmendedBeam Therapeutics Inc. (BEAM) · filed Apr 2, 2025
- Accession no.
- 0000950170-25-049297
- Filed
- Apr 2, 2025
- Trade date
- Jan 30, 2025
- Filing delay
- 62 days
- Rule 10b5-1 plan
- Checked
- Original filed
- Feb 3, 2025
This filing lists 1 non-derivative transaction and 1 derivative transaction. It carries over 3 transactions from the original filing that it did not restate. Open-market sales total $802.6K. It was filed 62 days after the trade.
This amendment restates part of 0000950170-25-012304 (filed Feb 3, 2025). 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 |
|---|---|
| Evans John M.CIK 0001786304 | Director, Officer (CEO) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 30, 2025 | Common Stock | MOption exerciseAcquired | +30,000 | $0.67 | +$20,100 | 968,659 | Direct |
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 |
|---|---|---|---|---|---|---|---|---|
| Jan 30, 2025 | Common Stock | MOption exerciseDisposed | −30,000 | $0.00 | $0 | 69,336 | 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 0000950170-25-012304 (filed Feb 3, 2025).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 30, 2025 | Common Stock | SSaleDisposed | −29,800 | $26.75F2 | −$797,150 | 908,859 | Direct | |
| Jan 30, 2025 | Common Stock | SSaleDisposed | −200 | $27.28 | −$5,456 | 908,659 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 31, 2025 | Common Stock | AGrant or awardAcquired | +155,000 | $0.00 | $0 | 155,000 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F2
The price reported is a weighted average price. These shares were sold in multiple transactions ranging from $26.26 to $27.21 inclusive. The Reporting Person undertakes to provide to Beam Therapeutics Inc. ("BEAM"), any security holder of BEAM or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
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 February 3, 2025, the Reporting Person filed a Form 4 (the "Original Form 4") that, among other things, reported the sale of shares of common stock pursuant to a Rule 10b5-1 trading plan. The Original Form 4 inadvertently failed to disclose the exercise of derivative securities that occurred pursuant to the same Rule 10b5-1 trading plan, which occurred immediately prior to such sale. Accordingly, this Form 4/A is being filed to disclose the omitted transaction. Immediately following the transaction reported herein, the Reporting Person directly beneficially owned 968,659 shares of common stock of Beam Therapeutics Inc.
- F2
(Continued from footnote 1) ("BEAM"), and accordingly, all disclosures of the amount of securities directly beneficially owned by the Reporting Person subsequent to the transaction reported herein and prior to the filing of this Form 4/A, including with respect to the transactions reported in the Original Form 4, should be deemed to be adjusted accordingly. As of the date the filing of this Form 4/A, the Reporting Person directly beneficially owns 938,659 shares of common stock of BEAM.
- F3
These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 14, 2024.
- F4
On May 8, 2018, the Reporting Person was granted an option to purchase shares of common stock, which vested as to 99,336 shares upon the achievement of a closing hurdle following BEAM's initial public offering (which closing price hurdle was achieved) (the "Price Condition"). The portion of the award subject to the Price Condition vested in three equal installments on December 21, 2021, June 30, 2022 and December 31, 2022.