Peter DeMuth - Jun 1, 2023 Form 3 Insider Report for Elicio Therapeutics, Inc. (ELTX)

Role
Chief Scientific Officer
Signature
/s/ Nishant M. Dharia, Attorney-in-fact
Stock symbol
ELTX
Transactions as of
Jun 1, 2023
Transactions value $
$0
Form type
3
Date filed
6/7/2023, 09:53 PM
Next filing
Feb 5, 2024

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) Jun 1, 2023 Common Stock 181 $4.42 Direct F1, F2
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 362 $4.42 Direct F1, F3
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 362 $4.42 Direct F1, F4
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 381 $4.42 Direct F1, F5
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 14.5K $13.81 Direct F1, F6
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 814 $4.42 Direct F1, F7
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 905 $12.71 Direct F1, F8
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 1.45K $4.42 Direct F1, F9
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 2.48K $9.94 Direct F1, F10
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 8.15K $9.39 Direct F1, F11
holding ELTX Stock Option (right to buy) Jun 1, 2023 Common Stock 60.7K $3.87 Direct F1, F12
* 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 181 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F3 Represents 362 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F4 Represents 362 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F5 Represents 381 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F6 Represents 14,479 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 23, 2022 with the remaining options vesting in monthly installments over a three-year period thereafter.
F7 Represents 814 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F8 Represents 905 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 February 26, 2021 with the remaining options vesting in monthly installments over a three-year period thereafter.
F9 Represents 1,448 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F10 Represents 2,476 stock options granted under the Issuer's 2012 Equity Incentive Plan. The stock options are fully vested.
F11 Represents 8,145 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 24, 2022 with the remaining options vesting in monthly installments over a three-year period thereafter.
F12 Represents 60,746 stock options granted under the Issuer's 2012 Equity Incentive Plan. The options vest in equal monthly installments over three years, beginning of November 28, 2022.

Remarks:

Exhibit 24.1 - Power of Attorney.