Matthew L. Posard - Jun 9, 2021 Form 3 Insider Report for Nautilus Biotechnology, Inc. (NAUT)

Role
Director
Signature
/s/ Anna Mowry, as Attorney-in-Fact
Stock symbol
NAUT
Transactions as of
Jun 9, 2021
Transactions value $
$0
Form type
3
Date filed
6/9/2021, 09:38 PM
Previous filing
May 28, 2021
Next filing
Dec 1, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NAUT Common Stock 100K Jun 9, 2021 See Footnote F1

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 NAUT Stock Option (Right to Buy) Jun 9, 2021 Common Stock 167K $0.43 Direct F2
holding NAUT Stock Option (Right to Buy) Jun 9, 2021 Common Stock 65.3K $1.14 Direct F3
holding NAUT Stock Option (Right to Buy) Jun 9, 2021 Common Stock 36.3K $10.00 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares held by the Matthew and Elizabeth Posard Trust. The reporting person is the Trustee of the Matthew and Elizabeth Posard Trust.
F2 Subject to reporting person's continuous status as a "Service Provider" (as defined in the Nautilus Subsidiary, Inc. 2017 Equity Incentive Plan (the "Plan")) through each vesting date, one thirty-sixth (1/36th) of the shares subject to the Option shall vest monthly over the next thirty-six (36) months on the same day of the month as the Vesting Commencement Date (as defined below). Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan) that occurs while the reporting person is a Service Provider, 100% of the total number of shares subject to the Option that have not yet vested shall immediately vest and be fully exercisable, effective as of immediately prior to the Change in Control (as defined in the Plan). The Vesting Commencement Date is February 1, 2019.
F3 Subject to reporting person's continuous status as a "Service Provider" (as defined in the Plan) through each vesting date, one-forty eighth (1/48th) of the shares subject to the Option shall vest monthly over the next forty-eight (48) months on the same day of the month as the Vesting Commencement Date (as defined below). Notwithstanding the foregoing and anything to the contrary in the Plan, in the event of a Change in Control (as defined in the Plan) of the Company, 100% of the total number of shares subject to the Option shall vest and become immediately exercisable; provided that reporting person's continuous status as a "Service Provider" (as defined in the Plan) has not been terminated prior to such time. The Vesting Commencement Date is September 1, 2020.
F4 Subject to reporting person's continuous status as a "Service Provider" (as defined in the Company's 2017 Equity Incentive Plan (the "Plan")) through the applicable vesting date, one hundred percent (100%) of the shares subject to the Option shall vest on the earlier of (a) the one (1) year anniversary of the Vesting Commencement Date (as defined below) and (b) the day immediately before the date of the next annual meeting of stockholders of the Company (or in the event of a merger or consolidation involving the Company in which the Company is a wholly-owned subsidiary immediately following such merger or consolidation, the next annual meeting of stockholders of the Company's parent). The Vesting Commencement Date is January 31, 2021.

Remarks:

Exhibit 24: Power of Attorney