Scott Requadt - Feb 1, 2023 Form 4 Insider Report for Talaris Therapeutics, Inc. (TALS)

Signature
/s/ Mary Kay Fenton, attorney-in-fact
Stock symbol
TALS
Transactions as of
Feb 1, 2023
Transactions value $
$3
Form type
4
Date filed
2/3/2023, 04:01 PM
Previous filing
Sep 13, 2022
Next filing
Jul 6, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TALS Common Stock Award $3.47 +4 +0% $0.87 590K Dec 30, 2022 Direct F1
holding TALS Common Stock 450K Feb 1, 2023 See Footnote F2

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 TALS Stock Option (Right to Buy) Award $0 +320K $0.00 320K Feb 1, 2023 Common Stock 320K $1.73 Direct F3
transaction TALS Stock Appreciation Right Award $0 +320K $0.00 320K Feb 1, 2023 Common Stock 320K $1.73 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares were acquired by the reporting individual under the issuer's 2021 Employee Stock Purchase Plan ("ESPP") in a transaction exempt under Rule 16b-3(c).
F2 These shares are held by Requadt Family Limited Partnership. The reporting person has voting and dispositive power over the shares beneficially owned by Requadt Family Limited Partnership.
F3 The shares underlying this option shall vest as follows: one-third on August 1, 2023 and the remaining two-thirds on August 1, 2024.
F4 Each Time Vested Stock Appreciation Right ("TV SAR") represents the right to receive either, (i) the largest whole number of shares of stock with a value closest to, but not in excess of, the product of the increase in fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR, multiplied by the number of shares of common stock underlying the TV SAR that is being exercised, or (ii) the Company may elect to make cash payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TVSAR. One-third of the TV SAR awards will vest on August 1, 2023 and the remaining two-thirds will vest on August 1, 2024. The TV SAR awards expire on February 1, 2033 and have an exercise price of $1.73 per share, the closing price of the common stock on the grant date.