ROBERT R. RUFFOLO - 01 Jun 2023 Form 3 Insider Report for Elicio Therapeutics, Inc. (ELTX)

Role
Director
Signature
/s/ Nishant M. Dharia, Attorney-in-fact
Issuer symbol
ELTX
Transactions as of
01 Jun 2023
Net transactions value
$0
Form type
3
Filing time
07 Jun 2023, 21:48:25 UTC
Previous filing
22 May 2023
Next filing
11 Aug 2023
SEC
View on sec.gov

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 ELTX Stock Option (right to buy) 01 Jun 2023 Common Stock 724 $9.39 Direct F1, F2
holding ELTX Stock Option (right to buy) 01 Jun 2023 Common Stock 1,357 $13.81 Direct F1, F3
holding ELTX Stock Option (right to buy) 01 Jun 2023 Common Stock 3,620 $9.39 Direct F1, F4
holding ELTX Stock Option (right to buy) 01 Jun 2023 Common Stock 11,377 $3.87 Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares of capital stock of the corporation then known as Elicio Therapeutics, Inc. ("Old Elicio") were converted into shares of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of January 17, 2023, by and among the Issuer, Arkham Merger Sub, Inc. and Old Elicio (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of capital stock was exchanged for 0.0181 shares of the Issuer's common stock, giving effect to a reverse split of the Issuer's common stock of 10-to-1.
F2 Represents 724 stock options granted under the Issuer's 2012 Equity Incentive Plan. Twenty five percent (25%) of the stock options vest on the one-year anniversary of September 1, 2018 with the remaining options vesting in equal monthly installments over a three-year period thereafter.
F3 Represents 1,357 stock options granted under the Issuer's 2012 Equity Incentive Plan. Twenty five percent (25%) of the stock options vest on the one-year anniversary of March 31, 2022 with the remaining options vesting in equal monthly installments over a three-year period thereafter.
F4 Represents 3,620 stock options granted under the Issuer's 2012 Equity Incentive Plan. Twenty five percent (25%) of the stock options vesting on the one-year anniversary of August 7, 2020 with the remaining options vesting in equal monthly installments over a three-year period thereafter.
F5 Represents 11,377 stock options granted under the Issuer's 2022 Equity Incentive Plan. Twenty five percent (25%) of the stock options vesting on the one-year anniversary of December 6, 2022 with the remaining options vesting in equal monthly installments over a two-year period thereafter.

Remarks:

Exhibit 24.1 - Power of Attorney.