Shantanu Gaur - Aug 1, 2023 Form 3 Insider Report for ALLURION TECHNOLOGIES, INC. (ALUR)

Role
Chief Executive Officer, Director
Signature
/s/ Jennifer Ausrotas, attorney-in-fact
Stock symbol
ALUR
Transactions as of
Aug 1, 2023
Transactions value $
$0
Form type
3
Date filed
8/1/2023, 08:59 PM
Next filing
May 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ALUR Common Stock 1M Aug 1, 2023 See footnote F1
holding ALUR Common Stock 548K Aug 1, 2023 See footnote 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
holding ALUR Stock Option (Right to Buy) Aug 1, 2023 Common Stock 171K $1.13 Direct F3
holding ALUR Stock Option (Right to Buy) Aug 1, 2023 Common Stock 48.9K $1.17 Direct F4
holding ALUR Stock Option (Right to Buy) Aug 1, 2023 Common Stock 965K $4.51 Direct F5
holding ALUR Contingency Shares Aug 1, 2023 Common Stock 173K Direct F6, F7
holding ALUR Contingency Shares Aug 1, 2023 Common Stock 283K See footnote F1, F6, F7
holding ALUR Contingency Shares Aug 1, 2023 Common Stock 143K See footnote F2, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares held by The Shantanu K. Gaur Revocable Trust Of 2021 ("Gaur 2021 Trust"), of which the Reporting Person and his spouse serve as trustees. The Reporting Person disclaims Section 16 beneficial ownership of the securities held by the Gaur 2021 Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
F2 Shares held by The Gaur Family Irrevocable Trust Of 2021 ("Gaur 2021 Family Trust"), of which the spouse of the Reporting Person serves as co-trustee. The Reporting Person disclaims Section 16 beneficial ownership of the securities held by the Gaur 2021 Family Trust, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
F3 This option is fully vested.
F4 This option shall vest and become exercisable in monthly installments over a period of 48 months from January 1, 2020, subject to the Reporting Person's continued service on each such vesting date.
F5 The option shall vest in 36 equal monthly installments beginning on the last date of each one month period following December 8, 2022. Notwithstanding the foregoing, in the event of the consummation of the business combination pursuant to the Business Combination Agreement (as defined below), one-third of the then unvested shares subject to the option shall vest immediately prior to the closing of such transaction.
F6 Subject to the terms and conditions pursuant to that certain Business Combination Agreement ("BCA") dated as of February 9, 2023, as amended on May 2, 2023, by and among Compute Health Acquisition Corp., Compute Health Corp., Compute Health LLC, the Issuer (fka Allurion Technologies Holdings, Inc.), and Allurion Technologies, Inc. ("Private Allurion"), the contingent right to receive shares of Common Stock ("Contingency Shares"), was issued as follows: one-half of the Contingency Shares, in the aggregate, if, from the period beginning on the date on which the Issuer's registration statement on Form S-1 with respect to the resale of any Common Stock issued pursuant to the PIPE Financing is declared effective by the SEC until the date which is five calendar years after the Closing Date ("Earnout Period"),
F7 (Continued from footnote 6) the VWAP is greater than or equal to $15.00 over any 20 trading days within any consecutive 30 trading day period ("First Share Target"); and one-half of the Contingency Shares, in the aggregate, if, during the Earnout Period, the VWAP is greater than or equal to $20.00 over any 20 trading days within any consecutive 30 trading day period ("Second Share Target").

Remarks:

Exhibit 24 - Power of Attorney