Chione Ltd - 17 Nov 2022 Form 4 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
17 Nov 2022
Net transactions value
+$5,000,000
Form type
4
Filing time
21 Nov 2022, 17:26:10 UTC
Previous filing
14 Nov 2022
Next filing
14 Jun 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ACRV Common Stock Purchase $5,000,000 +400,000 +12% $12.50 3,856,597 17 Nov 2022 Direct F2, F3, F4, F5
transaction ACRV Common Stock Conversion of derivative security +3,445,940 +839% 3,856,597 17 Nov 2022 Direct F1, F2, F3, F4, F5
transaction ACRV Common Stock Conversion of derivative security +10,657 +0.28% 3,856,597 17 Nov 2022 Direct F1, F2, F3, F4, F5

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 ACRV Series A-1 Preferred Stock Conversion of derivative security $0 -8,497,692 -100% $0.000000* 0 17 Nov 2022 Common Stock 3,445,940 Direct F1, F2, F3, F4, F5
transaction ACRV Series B Preferred Stock Conversion of derivative security $0 -26,281 -100% $0.000000* 0 17 Nov 2022 Common Stock 10,657 Direct F1, F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A-1 Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") was automatically converted into Common Stock on a 2.466 to 1 share basis, without payment of further consideration, in connection with the closing of the issuer's initial public offering. The conversion prices per share of Common Stock for the Series A-1 Preferred Stock and Series B Preferred Stock were $5.6225 and $14.0745, respectively. The Preferred Stock had no expiration date.
F2 Shares owned directly by Chione Limited ("Chione").
F3 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 directly owned by Chione.
F4 Each reporting person states that neither the filing of this Form 4 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 4. 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.
F5 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 4 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:

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 with the Form 3/A, filed on behalf of Chione Limited et al on 11/14/22) Exhibit 99.1 - Joint Filer Information (filed with the Form 3/A, filed on behalf of Chione Limited et al on 11/14/22) Exhibit 99.2 - Joint Filing Agreement (filed with the Form 3/A, filed on behalf of Chione Limited et al on 11/14/22)