Douglas Holtzman - 30 Jul 2021 Form 4 Insider Report for Icosavax, Inc.

Role: Chief Scientific Officer
Signature: /s/ Thomas Russo, Attorney-in-Fact
Issuer symbol: N/A
Transactions as of: 30 Jul 2021
Net transactions value: +$622,500
Form type: 4
Filing time: 02 Aug 2021, 21:26:03 UTC
Previous filing: 28 Jul 2021
Next filing: 14 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ICVX	Common Stock	Award	$622,500	+41,500	+17%	$15.00	282,482	30 Jul 2021	Direct	F1
transaction	ICVX	Common Stock	Conversion of derivative security	$0	+52,440		$0.000000	52,440	02 Aug 2021	By Stanley Holtzman	F2, F3, F4

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	ICVX	Series A-1 Preferred Stock	Conversion of derivative security		-206,323	-100%		0	02 Aug 2021	Common Stock	49,648	$0.000000	By Stanley Holtzman	F1, F3
transaction	ICVX	Series B-1 Preferred Stock	Conversion of derivative security		-11,602	-100%		0	02 Aug 2021	Common Stock	2,791	$0.000000	By Stanley Holtzman	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents restricted stock units ("RSUs") granted on July 30, 2021, 25% of the total number of RSUs granted vest on each of the first four anniversaries of July 28, 2021, the vesting commencement date, subject to the reporting person's continued service on the applicable vesting date. Vesting of the RSUs shall accelerate as provided in the reporting person's offer letter. Each RSU represents a contingent right to receive one share of common stock of the Issuer.
F2	Includes an additional share of Common Stock as a result of the conversion of Preferred Stock calculated on an aggregate basis of all shares of Preferred Stock held by the holder.
F3	On August 2, 2021, the shares of Series A-1 Preferred Stock and Series B-1 Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of 4.1557-for-1 share, immediately prior to the consummation of the Issuer's initial public offering.
F4	Douglas Holtzman, Ph.D. holds power-of-attorney (POA) over the shares owned by Stanley Holtzman. As POA, Dr. Holtzman holds voting and dispositive control over such shares. Dr. Holtzman disclaims beneficial ownership of the shares over which he has POA except to the extent of any pecuniary interest therein.