Jennifer Dittman - 16 May 2024 Form 4 Insider Report for Third Harmonic Bio, Inc. (THRD)

Role
Chief Development Oper Officer
Signature
/s/ Christopher Murphy, Attorney-in-Fact
Issuer symbol
THRD
Transactions as of
16 May 2024
Net transactions value
-$230,372
Form type
4
Filing time
20 May 2024, 16:33:21 UTC
Next filing
22 May 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction THRD Common Stock Award $71,664 +16,666 $4.30 16,666 16 May 2024 Direct
transaction THRD Common Stock Award $29,030 +6,912 +41% $4.20 23,578 16 May 2024 Direct
transaction THRD Common Stock Sale $331,066 -23,578 -100% $14.04 0 16 May 2024 Direct F1, 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 THRD Employee Stock Option (right to buy) Award $0 +100,000 $0.000000 100,000 16 May 2024 Common Stock 100,000 $14.23 Direct F3
transaction THRD Employee Stock Option (right to buy) Options Exercise $0 -16,666 -33% $0.000000 33,334 16 May 2024 Common Stock 16,666 $4.30 Direct F4
transaction THRD Employee Stock Option (right to buy) Options Exercise $0 -6,912 -29% $0.000000 16,788 16 May 2024 Common Stock 6,912 $4.20 Direct F5
* 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 sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 27, 2024.
F2 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.00 to $14.0778 per share, 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.
F3 25% of the total shares vest on May 16, 2025, and thereafter 2.08333% of the total shares underlying the award shall vest in equal monthly installments until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
F4 25% of the total shares vest on December 19, 2023, and thereafter 2.08333% of the total shares underlying the award shall vest in equal monthly installments until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
F5 The option vests over a four-year period: 1/48th on April 6, 2023, after which 1/48th of the total shares vest monthly, subject to continued service through each vesting date.