Eyal C. Attar - 03 Feb 2025 Form 4 Insider Report for Vor Biopharma Inc. (VOR)

Signature
/s/ Katie Kazem, Attorney-in-Fact
Issuer symbol
VOR
Transactions as of
03 Feb 2025
Net transactions value
-$1,813
Form type
4
Filing time
05 Feb 2025, 21:20:57 UTC
Previous filing
31 Dec 2024
Next filing
07 Feb 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VOR Common Stock Tax liability $1,813 -1,353 -1.7% $1.34 80,086 03 Feb 2025 Direct F1
transaction VOR Common Stock Award $0 +52,500 +66% $0.000000 132,586 03 Feb 2025 Direct 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 VOR Employee Stock Option (right to buy) Disposed to Issuer $0 -364,000 -100% $0.000000 0 03 Feb 2025 Common Stock 364,000 $3.77 Direct F3, F4
transaction VOR Employee Stock Option (right to buy) Award $0 +364,000 $0.000000 364,000 03 Feb 2025 Common Stock 364,000 $1.34 Direct F3, F4, F5
transaction VOR Employee Stock Option (right to buy) Disposed to Issuer $0 -109,000 -100% $0.000000 0 03 Feb 2025 Common Stock 109,000 $5.55 Direct F3, F6
transaction VOR Employee Stock Option (right to buy) Award $0 +109,000 $0.000000 109,000 03 Feb 2025 Common Stock 109,000 $1.34 Direct F3, F5, F6
transaction VOR Employee Stock Option (right to buy) Disposed to Issuer $0 -125,000 -100% $0.000000 0 03 Feb 2025 Common Stock 125,000 $2.41 Direct F3, F7
transaction VOR Employee Stock Option (right to buy) Award $0 +125,000 $0.000000 125,000 03 Feb 2025 Common Stock 125,000 $1.34 Direct F3, F5, F7
transaction VOR Employee Stock Option (right to buy) Award $0 +315,000 $0.000000 315,000 03 Feb 2025 Common Stock 315,000 $1.34 Direct F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares were withheld to satisfy the Reporting Person's tax withholding obligations in connection with the settlement of restricted stock units ("RSUs").
F2 Represents the number of shares underlying RSUs. Each RSU represents the contingent right to receive one share of common stock of the Issuer. The RSUs vest over four years in equal quarterly installments beginning on February 1, 2025, subject to the Reporting Person's continued service as of each such date.
F3 On February 3, 2025, pursuant to the terms of the Issuer's 2015 Stock Incentive Plan (the "2015 Plan"), 2021 Equity Incentive Plan (the "2021 Plan") and 2023 Inducement Plan (the "Inducement Plan"), the Issuer's Board of Directors approved a stock option award repricing, effective as of February 3, 2025 (the "Effective Date"). Except for the new exercise price (see footnote 5 below), all of the other terms of the stock option award remain unchanged. This transaction is exempt pursuant to Rule 16b-6(d) and Rule 16b-3 of the Exchange Act, as applicable.
F4 1/4th of the shares underlying the option vested on October 11, 2023, with the remainder vesting in equal monthly installments over 3 years, in each case subject to the Reporting Person's continued service as of each such date.
F5 The exercise price of the stock option award is $1.34 per share, representing the fair market value per share of the Issuer's Common Stock on the Effective Date. Under the terms of the stock option award repricing, a repriced stock option award will revert to its original exercise price if exercised during the Retention Period. The "Retention Period" commenced on the Effective Date and ends upon the earliest of (i) the date 12 months following the Effective Date; (ii) a Change in Control during the optionholder's Continuous Service (each as defined in the 2021 Plan or Inducement Plan, as applicable) with the Company or while the optionholder is an Eligible Participant (as defined in the 2015 Plan), as applicable; and (iii) 30 days prior to the option's original expiration date.
F6 The shares vested or shall vest and become exercisable in a series of 48 successive equal monthly installments beginning on February 6, 2023, in each case subject to the Reporting Person's continued service as of each such date.
F7 The shares vested or shall vest and become exercisable in a series of 48 successive equal monthly installments beginning on February 1, 2024, in each case subject to the Reporting Person's continued service as of each such date.
F8 The shares shall vest and become exercisable in a series of 48 successive equal monthly installments beginning on February 1, 2025, in each case subject to the Reporting Person's continued service as of each such date.