Gregory M. Weinhoff - Jun 2, 2021 Form 4 Insider Report for Centessa Pharmaceuticals plc (CNTA)

Signature
/s/ Marella Thorell, attorney-in-fact
Stock symbol
CNTA
Transactions as of
Jun 2, 2021
Transactions value $
$200,000
Form type
4
Date filed
6/4/2021, 05:00 PM
Previous filing
Jun 4, 2021
Next filing
Feb 3, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CNTA Ordinary Shares Purchase $200K +10K $20.00 10K Jun 2, 2021 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CNTA Share Option (right to buy) Award $0 +959K $0.00 959K Mar 4, 2021 Ordinary Shares 959K $5.84 Direct F1, F3, F4, F5, F6
transaction CNTA Share Option (right to buy) Gift $0 -320K -33.33% $0.00 639K Apr 8, 2021 Ordinary Shares 320K $5.84 Direct F1, F3, F4, F5, F6, F7
transaction CNTA Share Option (right to buy) Gift $0 +320K $0.00 320K Apr 8, 2021 Ordinary Shares 320K $5.84 See footnote F1, F3, F4, F5, F6, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
F2 Pursuant to maximum allowed participation in the Directed Share Program.
F3 On May 20, 2021, the Issuer effected a share capital reorganization, which had the effect of a one for two reverse share split of the Issuer's share capital ("Share Split"). This amount has been adjusted to give effect to the Share Split.
F4 This transaction occurred prior to the effectiveness of the Issuer's registration under Section 12 of the Securities Exchange Act of 1934 and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3.
F5 25% of the shares subject to such option shall vest and become exercisable on March 1, 2022 and the remaining 75% of the shares subject to such option shall vest and become exercisable in 36 monthly installments on the first day of each month thereafter.
F6 Represented A Ordinary Shares that were redesignated as Ordinary Shares immediately prior to the closing of the initial public offering.
F7 The Reporting Person transferred and assigned this option for no consideration to the Gregory Weinhoff 2017 Trust, a spousal lifetime access trust ("SLAT").
F8 Held by the SLAT, of which the Reporting Person's spouse and another immediate family member are trustees. The beneficiaries of the trust are the Reporting Person's spouse and children. The Reporting Person disclaims beneficial ownership of the securities held by the SLAT.