Setareh Seyedkazemi - 14 Sep 2022 Form 4 Insider Report for Adverum Biotechnologies, Inc. (ADVM)

Role: Chief Development Officer
Signature: Setareh Seyedkazemi, by /s/ Ron A. Metzger, Attorney-in-Fact
Issuer symbol: ADVM
Transactions as of: 14 Sep 2022
Net transactions value: $0
Form type: 4
Filing time: 16 Sep 2022, 19:25:20 UTC
Previous filing: 24 May 2022
Next filing: 21 Sep 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ADVM	Common Stock	Award	$0	+33,333	+162%	$0.000000	53,933	14 Sep 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects the meeting of a portion (1/3) of the performance conditions of performance stock units previously granted, pursuant to which: (a) 1/3 of the shares met a performance condition on September 14, 2022 (of which 50% of these shares vested immediately and 50% of these shares will vest in six months), (b) 1/3 of the shares will vest upon dosing of the first subject in a potentially registrational clinical trial of ADVM-022 or another product candidate owned or being developed by Adverum in wet age-related macular degeneration or another indication determined by the Compensation Committee to represent a significant unmet medical need; and (see footnote 2)
F2	(c) 1/3 of the shares will vest upon consummation of a strategic corporate transaction, not constituting a change in control, that is determined by the Compensation Committee to be transformative for Adverum, in each case contingent upon certification by the Compensation Committee of the achievement of such milestone and subject to the Reporting Person's continued service with the Issuer on each such vesting date. Non-exclusive examples of a strategic corporate transaction are (i) a collaboration with another company for the development and commercialization of a major asset, (ii) a substantial royalty-based or other structured financing, and (iii) the acquisition or in-license of a significant asset for development and commercialization.

Content

Reflects the meeting of a portion (1/3) of the performance conditions of performance stock units previously granted, pursuant to which: (a) 1/3 of the shares met a performance condition on September 14, 2022 (of which 50% of these shares vested immediately and 50% of these shares will vest in six months), (b) 1/3 of the shares will vest upon dosing of the first subject in a potentially registrational clinical trial of ADVM-022 or another product candidate owned or being developed by Adverum in wet age-related macular degeneration or another indication determined by the Compensation Committee to represent a significant unmet medical need; and (see footnote 2)

(c) 1/3 of the shares will vest upon consummation of a strategic corporate transaction, not constituting a change in control, that is determined by the Compensation Committee to be transformative for Adverum, in each case contingent upon certification by the Compensation Committee of the achievement of such milestone and subject to the Reporting Person's continued service with the Issuer on each such vesting date. Non-exclusive examples of a strategic corporate transaction are (i) a collaboration with another company for the development and commercialization of a major asset, (ii) a substantial royalty-based or other structured financing, and (iii) the acquisition or in-license of a significant asset for development and commercialization.