4//SEC Filing
Abingworth LLP 4
Accession 0000905718-22-000523
CIK 0001484565other
Filed
Mar 30, 8:00 PM ET
Accepted
Mar 31, 5:31 PM ET
Size
22.5 KB
Accession
0000905718-22-000523
Insider Transaction Report
Form 4
Abingworth LLP
10% Owner
Transactions
- Award
Stock Option (right to buy)
2018-12-21+20,000→ 20,000 total(indirect: See footnotes)Exercise: $1.57Exp: 2028-12-21→ Common Stock (20,000 underlying) - Award
Stock Option (right to buy)
2019-06-10+13,000→ 13,000 total(indirect: See footnotes)Exercise: $2.50Exp: 2029-06-10→ Common Stock (13,000 underlying) - Purchase
Common Stock
2022-03-29+7,720,000→ 18,022,602 total(indirect: See Footnotes) - Award
Stock Option (right to buy)
2021-06-01+31,862→ 31,862 total(indirect: See footnotes)Exercise: $1.02Exp: 2031-06-01→ Common Stock (31,862 underlying) - Purchase
Warrant (right to buy)
2022-03-29+7,720,000→ 7,720,000 total(indirect: See footnotes)Exercise: $0.30From: 2022-03-29Exp: 2027-03-29→ Common Stock (7,720,000 underlying) - Award
Stock Option (right to buy)
2020-05-18+9,530→ 9,530 total(indirect: See footnotes)Exercise: $3.41Exp: 2030-05-18→ Common Stock (9,530 underlying) - Award
Stock Option (right to buy)
2021-01-08+40,000→ 40,000 total(indirect: See footnotes)Exercise: $2.24Exp: 2031-01-08→ Common Stock (40,000 underlying)
Footnotes (10)
- [F1]Abingworth Bioventures VII GP LP ("Abingworth GP") serves as the general partner of Abingworth Bioventures VII, LP ("ABV VII"). Abingworth General Partner VII LLP serves as the general partner of Abingworth GP. ABV VII (acting by its general partner Abingworth GP, acting by its general partner Abingworth General Partner VII LLP) has delegated to the Reporting Person all investment and dispositive power over the securities held by ABV VII.
- [F10]The option vests on the earlier of the twelve (12) month anniversary of June 1, 2021 or the day before the Issuer's next annual stockholder meeting, subject to Dr. Sinclair continuing to be a Service Provider through the vesting date.
- [F2]The securities of Soleno Therapeutics, Inc. (the "Issuer") are held by ABV VII. The Reporting Person holds the reported securities indirectly through ABV VII. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person, ABV VII, Dr. Andrew Sinclair or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- [F3]Each share of common stock was purchased together with one (1) warrant to purchase one (1) share of common stock for an aggregate price of $0.25.
- [F4]The option was granted to Dr. Sinclair, a director of the Issuer and a member of the investment committee of ABV VII (the "Investment Committee") which approves investment and voting decisions by majority vote. No individual member of the Investment Committee has the sole control or voting power over the securities held by ABV VII. Under an agreement between Dr. Sinclair and the Reporting Person, Dr. Sinclair is deemed to hold the option and any shares of common stock issuable upon exercise of the option, for the benefit of ABV VII, and must exercise the option solely upon the direction of the Reporting Person.
- [F5]ABV VII may be deemed the indirect beneficial owner of the option, and Dr. Sinclair may be deemed the indirect beneficial owner of the option through his indirect interest in ABV VII. Each of ABV VII, Abingworth GP, Abingworth General Partner VII LLP, Dr. Sinclair, the Reporting Person and each member of the Investment Committee disclaims beneficial ownership of the option except to the extent, if any, of its pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- [F6]The option vests in forty-eight (48) monthly installments commencing on December 21, 2018.
- [F7]The option fully vested on May 17, 2020.
- [F8]The option fully vested on May 18, 2021.
- [F9]The option fully vested on January 8, 2021.
Documents
Issuer
SOLENO THERAPEUTICS INC
CIK 0001484565
Entity typeother
IncorporatedUnited Kingdom
Related Parties
1- filerCIK 0001397144
Filing Metadata
- Form type
- 4
- Filed
- Mar 30, 8:00 PM ET
- Accepted
- Mar 31, 5:31 PM ET
- Size
- 22.5 KB