Chione Ltd - 09 Nov 2022 Form 3/A - Amendment Insider Report for Acrivon Therapeutics, Inc. (ACRV)

Role
10%+ Owner
Signature
Chione Limited, by /s/ Shalom Leaf, as attorney-in fact by power of attorney
Issuer symbol
ACRV
Transactions as of
09 Nov 2022
Net transactions value
$0
Form type
3/A - Amendment
Filing time
14 Nov 2022, 20:04:33 UTC
Date Of Original Report
09 Nov 2022
Next filing
21 Nov 2022
SEC
View on sec.gov

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
holding ACRV Series A-1 Preferred Stock 09 Nov 2022 Common Stock 3,445,940 $5.62 Direct F1, F2, F3, F4, F5, F6, F7
holding ACRV Series B Preferred Stock 09 Nov 2022 Common Stock 10,657 $14.07 Direct F1, F2, F3, F4, F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Preferred Stock is convertible into Common Stock, without payment of further consideration, at any time at the holder's election and automatically upon the closing of the issuer's initial public offering.
F2 The shares of Preferred Stock have no expiration date.
F3 The total number of shares of Common Stock issuable upon conversion of each series of Preferred Stock and the respective conversion prices thereof reflect the issuer's 2.466:1 reverse stock split effected in connection with the issuer's initial public offering.
F4 Shares of Preferred Stock owned directly by Chione Limited ("Chione").
F5 Chione's directors, Marcin Czernik, Andreas Hadjimichael and Anastasis Nikolaou, and its sole shareholder, Wiaczeslaw Smolokowski, may be deemed to share beneficial ownership of the shares of Preferred Stock directly owned by Chione (and of the Common Stock issuable upon conversion of those shares of Preferred Stock).
F6 Each reporting person states that neither the filing of this Form 3 nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or otherwise, the beneficial owner of any securities covered by this Form 3. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
F7 Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this Form 3 nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

Remarks:

This Form 3/A is being filed in order to add Anastasis Nikolaou (whose director position and beneficial ownership were previously disclosed) as a reporting person. Exhibit Index Exhibit 24.1 - Power of Attorney, dated October 10, 2022, made by Marcin Czernik and Chione Limited in favor of Shalom Leaf (filed with the Form 3, filed on behalf of Chione Limited et al on 11/09/22) Exhibit 24.2 - Power of Attorney, dated October 10, 2022, made by Andreas Hadjimichael and Chione Limited in favor of Shalom Leaf (filed with the Form 3, filed on behalf of Chione Limited et al on 11/09/22) Exhibit 24.3 - Power of Attorney, dated October 10, 2022, made by Wiaczeslaw Smolokowski in favor of Shalom Leaf (filed with the Form 3, filed on behalf of Chione Limited et al on 11/09/22) Exhibit 24.4 - Power of Attorney, dated October 10, 2022, made by Anastasis Nikolaou in favor of Shalom Leaf (filed herewith) Exhibit 99.1 - Joint Filer Information (filed herewith) Exhibit 99.2 - Joint Filing Agreement (filed herewith)