Stephen T. Worland - Aug 25, 2021 Form 4 Insider Report for eFFECTOR Therapeutics, Inc. (EFTR)

Signature
/s/ Michael Byrnes, Attorney-in-Fact for Stephen T. Worland
Stock symbol
EFTR
Transactions as of
Aug 25, 2021
Transactions value $
$500,000
Form type
4
Date filed
8/27/2021, 05:54 PM
Previous filing
Jun 24, 2021
Next filing
Jan 24, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EFTR Common Stock Award +512K 512K Aug 25, 2021 By Trust F1
transaction EFTR Common Stock Award $500K +50K +9.76% $10.00 562K Aug 25, 2021 By Trust
transaction EFTR Common Stock Award +193K +34.35% 755K Aug 25, 2021 Direct F1

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 EFTR Stock Option (Right to Buy) Award $0 +33.8K $0.00 33.8K Aug 25, 2021 Common Stock 33.8K $0.52 Direct F1, F2, F3
transaction EFTR Stock Option (Right to Buy) Award $0 +217K $0.00 217K Aug 25, 2021 Common Stock 217K $0.73 Direct F1, F2, F4
transaction EFTR Stock Option (Right to Buy) Award $0 +619K $0.00 619K Aug 25, 2021 Common Stock 619K $1.14 Direct F1, F2, F5
transaction EFTR Stock Option (Right to Buy) Award $0 +145K $0.00 145K Aug 25, 2021 Common Stock 145K $1.14 Direct F1, F2, F6
transaction EFTR Stock Option (Right to Buy) Award $0 +290K $0.00 290K Aug 25, 2021 Common Stock 290K $1.66 Direct F1, F2, F7
transaction EFTR Earn-out Right Award $0 +75.5K $0.00 75.5K Aug 25, 2021 Common Stock 75.5K By Trust F8
transaction EFTR Earn-out Right Award $0 +221K $0.00 221K Aug 25, 2021 Common Stock 221K Direct F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 25, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of May 26, 2021 (the "Merger Agreement"), by and among the Issuer (f/k/a Locust Walk Acquisition Corp.), Locust Walk Merger Sub, Inc. ("Merger Sub"), and eFFECTOR Therapeutics, Inc. ("Old eFFECTOR"), Merger Sub merged with and into Old eFFECTOR with Old eFFECTOR surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Upon consummation of the Merger (the "Effective Time"), each issued and outstanding share of common stock of Old eFFECTOR was automatically cancelled and converted into approximately 0.09657 (the "Exchange Ratio") shares of common stock of the Issuer.
F2 At the Effective Time, each outstanding option to purchase shares of old eFFECTOR common stock (each an "old eFFECTOR Option") was automatically cancelled and converted into an option to purchase a number of shares of common stock of the Issuer equal to (i) the number of shares of old eFFECTOR common stock subject to the applicable old eFFECTOR Option multiplied by (ii) the Exchange Ratio, rounded down to the nearest whole share.
F3 The stock option vests 25% on December 17, 2014, and in 36 monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
F4 The stock option vests 25% on December 4, 2015, and in 36 monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
F5 The stock option vests 25% on January 8, 2017, and in 36 monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
F6 The stock option vests 25% on February 17, 2017, and in 36 monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
F7 The stock option vests 25% on August 21, 2018, and in 36 monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
F8 Each earn-out right represents a contingent right to receive one share of the Issuer's common stock. Pursuant to an "Earn-Out" provision in the Merger Agreement, the earn-out rights vest upon the Issuer's common stock achieving a price per share which equals or exceeds $20.00 over at least 20 trading days out of a 30 consecutive trading day period prior to August 26, 2023.