Craig W. Philips - Dec 16, 2022 Form 4 Insider Report for KINETA, INC./DE (KA)

Role
President
Signature
/s/ Pauline Kenny, as Attorney-in-Fact
Stock symbol
KA
Transactions as of
Dec 16, 2022
Transactions value $
$100,000
Form type
4
Date filed
12/20/2022, 07:59 PM
Next filing
Mar 21, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KA Common Stock Award +6.98K 6.98K Dec 16, 2022 Direct F1
transaction KA Common Stock Award +55.2K +791.5% 62.2K Dec 16, 2022 Direct F2, F3
transaction KA Common Stock Award +6.88K +11.06% 69.1K Dec 16, 2022 Direct F4, F5
transaction KA Common Stock Award +24.6K 24.6K Dec 16, 2022 By Whetstone Ventures, LLC F1, F6
transaction KA Common Stock Award $100K +8.66K +35.18% $11.55* 33.3K Dec 16, 2022 By Whetstone Ventures, LLC F6, F7

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 KA Stock Option (Right to Buy) Award +35.1K 35.1K Dec 16, 2022 Common Stock 35.1K $23.25 Direct F8, F9
transaction KA Stock Option (Right to Buy) Award +3.44K 3.44K Dec 16, 2022 Common Stock 3.44K $23.25 Direct F8, F10
transaction KA Stock Option (Right to Buy) Award +18.9K 18.9K Dec 16, 2022 Common Stock 18.9K $27.03 Direct F11, F12
transaction KA Stock Option (Right to Buy) Award +17.2K 17.2K Dec 16, 2022 Common Stock 17.2K $29.06 Direct F13, F14
transaction KA Stock Option (Right to Buy) Award +13.8K 13.8K Dec 16, 2022 Common Stock 13.8K $23.11 Direct F8, F15
transaction KA Stock Option (Right to Buy) Award +17.5K 17.5K Dec 16, 2022 Common Stock 17.5K $11.62 Direct F8, F16
transaction KA Stock Option (Right to Buy) Award +51.6K 51.6K Dec 16, 2022 Common Stock 51.6K $26.16 Direct F17, F18
transaction KA Warrants (Right to Buy) Award +12.4K 12.4K Dec 16, 2022 Common Stock 12.4K $10.17 By Whetstone Ventures, LLC F6, F19, F20
transaction KA Warrats (Right to Buy) Award +1.38K 1.38K Dec 16, 2022 Common Stock 1.38K $0.14 By Whetstone Ventures, LLC F6, F19, F21
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received in connection with the Issuer's merger (the "Merger") with Kineta, Inc. ("Legacy Kineta") in accordance with the terms of the Agreement and Plan of Merger dated as of June 5, 2022, as amended on December 5, 2022 (the "Merger Agreement"), by and among the Issuer (f/k/a Yumanity Therapeutics, Inc.), Yacht Merger Sub, Inc. and Legacy Kineta. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy Kineta common stock was entitled to receive 0.0688 shares of Common Stock. The Merger closed on December 16, 2022.
F2 Represents shares of Common Stock underlying time-based restricted stock unit awards ("RSUs"). The RSUs will vest in full on June 14, 2023, subject to the continuing employment of the Reporting Person on such vesting date.
F3 Received in connection with the Merger in exchange for 802,681 shares of common stock underlying Legacy Kineta RSUs.
F4 Represents shares of Common Stock underlying a time-based RSU. The RSU will vest in full on March 16, 2023, subject to the continuing employment of the Reporting Person on such vesting date.
F5 Received in connection with the Merger in exchange for 100,000 shares of common stock underlying a Legacy Kineta RSU.
F6 The Reporting Person is a member manager of Whetstone Ventures, LLC ("Whetstone") and shares voting and dispositive power over the shares held by Whetstone.
F7 Represents shares of Common Stock acquired by Whetstone immediately following the Merger in a private placement pursuant to a Securities Purchase Agreement dated as of June 5, 2022 and as amended on October 24, 2022 and December 5, 2022. The issuance of the shares to Whetstone was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
F8 The stock option is fully vested and exercisable.
F9 Received in connection with the Merger in exchange for options to acquire 510,000 shares of Legacy Kineta common stock for $1.60 per share.
F10 Received in connection with the Merger in exchange for options to acquire 50,000 shares of Legacy Kineta common stock for $1.60 per share.
F11 The stock option vested as to 1/3 of the total number of shares on May 31, 2022, and an additional 1/3 of the total number of shares will vest on each yearly anniversary thereafter, until such time as the stock option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.
F12 Received in connection with the Merger in exchange for options to acquire 275,000 shares of Legacy Kineta common stock for $1.86 per share.
F13 The stock option vested as to 1/4 of the total number of shares on each of June 24, 2020, June 24, 2021 and June 24, 2022, and the remaining 1/4 of the total number of shares will vest on June 24, 2023, subject to the continuing employment of the Reporting Person on each vesting date.
F14 Received in connection with the Merger in exchange for options to acquire 250,000 shares of Legacy Kineta common stock for $2.00 per share.
F15 Received in connection with the Merger in exchange for options to acquire 200,000 shares of Legacy Kineta common stock for $1.59 per share.
F16 Received in connection with the Merger in exchange for options to acquire 255,000 shares of Legacy Kineta common stock for $0.80 per share.
F17 The stock option vested as to 1/3 of the total number of shares on May 27, 2021, an additional 1/3 of the total number of shares vested on May 27, 2022, and the remaining 1/3 of the total number of shares will vest on May 27, 2023, subject to the continuing employment of the Reporting Person on each vesting date.
F18 Received in connection with the Merger in exchange for options to acquire 750,000 shares of Legacy Kineta common stock for $1.80 per share.
F19 The warrants are immediately exercisable in full.
F20 Received in connection with the Merger in exchange for warrants to acquire 180,000 shares of Legacy Kineta common stock for $0.70 per share.
F21 Received in connection with the Merger in exchange for warrants to acquire 20,101 shares of Legacy Kineta common stock for $0.01 per share.