Suzanne Ildstad - Jun 7, 2023 Form 4 Insider Report for Talaris Therapeutics, Inc. (TALS)

Role
Director
Signature
/s/ Mary Kay Fenton, attorney-in-fact
Stock symbol
TALS
Transactions as of
Jun 7, 2023
Transactions value $
-$342,504
Form type
4
Date filed
6/9/2023, 05:41 PM
Previous filing
Jun 7, 2023
Next filing
Jun 14, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TALS Common Stock Sale -$179K -75K -1.9% $2.39 3.88M Jun 7, 2023 Direct F1, F2
transaction TALS Common Stock Sale -$101K -40.6K -1.05% $2.48 3.84M Jun 8, 2023 Direct F3
transaction TALS Common Stock Sale -$62.6K -25.4K -0.66% $2.46 3.82M Jun 9, 2023 Direct F4
holding TALS Common Stock 654K Jun 7, 2023 See footnote F5
holding TALS Common Stock 654K Jun 7, 2023 See footnote F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.26 to $2.56, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F2 1,200,000 shares previously reported as owned through the Reporting Persons GRAT are now included in shares reported as directly owned. Such transfer was made in accordance with the exemption afforded under Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.42 to $2.57, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.40 to $2.55, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 These shares are held in a trust for the benefit of the Reporting Person's son. The Reporting Person's son is co-trustee of the trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F6 These shares are held in a trust for the benefit of the Reporting Person's daughter. The Reporting Person's daughter is co-trustee of the trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.