FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
PMV Pharmaceuticals, Inc. [ PMVP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/13/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $28.33 | 08/13/2024 | D | 13,605 | (1) | 05/12/2031 | Common Stock | 13,605 | (2) | 0 | D | ||||
Employee Stock Option (right to buy) | $16.29 | 08/13/2024 | D | 27,200 | (3) | 02/10/2032 | Common Stock | 27,200 | (4) | 0 | D | ||||
Employee Stock Option (right to buy) | $1.48 | 08/13/2024 | A | 40,805 | (5) | 08/13/2034 | Common Stock | 40,805 | (2)(4) | 40,805 | D | ||||
Employee Stock Option (right to buy) | $5.7 | 08/13/2024 | D | 75,000 | (6) | 05/12/2033 | Common Stock | 75,000 | (7) | 75,000 | D | ||||
Employee Stock Option (right to buy) | $1.48 | 08/13/2024 | A | 75,000 | (8) | 08/13/2034 | Common Stock | 75,000 | (7) | 75,000 | D |
Explanation of Responses: |
1. Shares subject to the option vest in 48 equal monthly installments beginning on June 12, 2021. |
2. On August 13, 2024, the issuer cancelled, pursuant to the issuer's option exchange program, an option for 13,605 shares of PMV common stock granted to the reporting person on May 12, 2021. In exchange, the reporting person received a replacement option, for 13,605 shares, having an exercise price of $1.48 per share. |
3. Shares subject to the option vest in 48 equal monthly installments beginning on March 10, 2022. |
4. On August 13, 2024, the issuer cancelled, pursuant to the issuer's option exchange program, an option for 27,200 shares of PMV common stock granted to the reporting person on February 10, 2022. In exchange, the reporting person received a replacement option, for 27,200 shares, having an exercise price of $1.48 per share. |
5. One-third of the shares subject to the option vest on August 13, 2025 and 1/36th vest monthly thereafter. |
6. Shares subject to the option vest in 48 equal monthly installments beginning on June 12. 2023. |
7. On August 13, 2024, the issuer cancelled, pursuant to the issuer's option exchange program, an option for 75,000 shares of PMV common stock granted to the reporting person on May 12, 2023. In exchange, the reporting person received a replacement option, for 75,000 shares, having an exercise price of $1.48 per share. |
8. One-fourth of the shares subject to the option vest on August 13, 2025 and 1/48th vest monthly thereafter. |
/s/ Robert Ticktin, by power of attorney | 10/03/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |