Tushar Misra - Aug 16, 2023 Form 4 Insider Report for Mersana Therapeutics, Inc. (MRSN)

Signature
/s/ Brigitte Eichner, Attorney-in-Fact
Stock symbol
MRSN
Transactions as of
Aug 16, 2023
Transactions value $
-$2,251
Form type
4
Date filed
8/18/2023, 04:01 PM
Previous filing
Jan 18, 2023
Next filing
Sep 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MRSN Common Stock Options Exercise $0 +6.25K +87.23% $0.00 13.4K Aug 16, 2023 Direct F1, F2
transaction MRSN Common Stock Sale -$2.25K -1.91K -14.22% $1.18 11.5K Aug 17, 2023 Direct F3

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 MRSN Restricted Stock Unit Options Exercise $0 -6.25K -33.33% $0.00 12.5K Aug 16, 2023 Common Stock 6.25K Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 Represents shares of common stock received upon vesting of a portion of the restricted stock units ("RSUs") awarded to the Reporting Person on August 16, 2021.
F2 Includes 1,235 shares of common stock acquired on June 15, 2023 by the Reporting Person through the Issuer's employee stock purchase plan.
F3 Represents the sale of shares of common stock to satisfy the Reporting Person's tax withholding obligations in connection with the service-based vesting and settlement of the RSUs pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 10, 2023. The sale was effected through an automatic "sell to cover" transaction that did not represent a discretionary trade by the Reporting Person.
F4 Each RSU represents the contingent right to receive one share of common stock of the Issuer.
F5 The RSUs will vest in equal annual installments over the first four years after the vesting commencement date, August 16, 2021, subject to the Reporting Person's continued service to the Issuer on such vesting date.