Terry P. Gould - 02 Aug 2021 Form 4 Insider Report for Icosavax, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Aug 2021, 18:56:44 UTC
Prior SEC filing
28 Jul 2021
Next SEC filing
13 Sep 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Thomas Russo, Attorney-in-Fact

Key filing fact

Terry P. Gould filed Form 4 for Icosavax, Inc. on 03 Aug 2021.

Key facts

  • This page summarizes Terry P. Gould's Form 4 filing for Icosavax, Inc..
  • 22 reported transactions and 12 derivative rows are listed below.
  • Accepted by SEC: 03 Aug 2021, 18:56.

Change

  • Previous filing in this sequence was filed on 28 Jul 2021.
  • Current net transaction value: +$2,000,010.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

ICVX transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+948,188
Change %
Price
$0.000000
Shares after
948,188
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F1, F2, F8, F9
ICVX transaction

Common Stock

Purchase

Transaction value
$719,715
Shares
+47,981
Change %
+5.1%
Price
$15.00
Shares after
996,169
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F2, F8, F10
ICVX transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+916,558
Change %
Price
$0.000000
Shares after
916,558
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F1, F3, F8
ICVX transaction

Common Stock

Purchase

Transaction value
$695,715
Shares
+46,381
Change %
+5.1%
Price
$15.00
Shares after
962,939
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F3, F8, F11
ICVX transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+272,131
Change %
Price
$0.000000
Shares after
272,131
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F1, F4, F8, F9
ICVX transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+352,037
Change %
Price
$0.000000
Shares after
352,037
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F1, F5, F8
ICVX transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+525,729
Change %
Price
$0.000000
Shares after
525,729
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F1, F6, F8, F9
ICVX transaction

Common Stock

Purchase

Transaction value
$399,060
Shares
+26,604
Change %
+5.1%
Price
$15.00
Shares after
552,333
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F6, F8, F12
ICVX transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+244,415
Change %
Price
$0.000000
Shares after
244,415
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F1, F7, F8
ICVX transaction

Common Stock

Purchase

Transaction value
$185,520
Shares
+12,368
Change %
+5.1%
Price
$15.00
Shares after
256,783
Date
02 Aug 2021
Ownership
See footnotes
Footnotes
F7, F8, F13

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

ICVX transaction Derivative

Series A-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-3,631,066
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
873,755
Exercise price
$0.000000
Footnotes
F1, F2, F8
ICVX transaction Derivative

Series A-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-3,509,939
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
844,608
Exercise price
$0.000000
Footnotes
F1, F3, F8
ICVX transaction Derivative

Series A-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-1,042,120
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
250,768
Exercise price
$0.000000
Footnotes
F1, F4, F8
ICVX transaction Derivative

Series A-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-1,348,119
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
324,402
Exercise price
$0.000000
Footnotes
F1, F5, F8
ICVX transaction Derivative

Series A-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-2,013,269
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
484,459
Exercise price
$0.000000
Footnotes
F1, F6, F8
ICVX transaction Derivative

Series A-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-935,985
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
225,229
Exercise price
$0.000000
Footnotes
F1, F7, F8
ICVX transaction Derivative

Series B-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-309,321
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
74,432
Exercise price
$0.000000
Footnotes
F1, F2, F8
ICVX transaction Derivative

Series B-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-299,003
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
71,950
Exercise price
$0.000000
Footnotes
F1, F3, F8
ICVX transaction Derivative

Series B-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-88,775
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
21,362
Exercise price
$0.000000
Footnotes
F1, F4, F8
ICVX transaction Derivative

Series B-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-114,843
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
27,635
Exercise price
$0.000000
Footnotes
F1, F5, F8
ICVX transaction Derivative

Series B-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-171,505
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
41,269
Exercise price
$0.000000
Footnotes
F1, F6, F8
ICVX transaction Derivative

Series B-1 Preferred Stock

Conversion of derivative security

Transaction value
Shares
-79,734
Change %
-100%
Price
Shares after
0
Date
02 Aug 2021
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
19,186
Exercise price
$0.000000
Footnotes
F1, F7, F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 13 footnotes

Footnote F1

On August 2, 2021, the shares of Series A-1 Preferred Stock and Series B-1 Preferred Stock converted into shares of the Issuer's common stock at a ratio of 4.1557-for-1 automatically upon the closing of the Issuer's initial public offering without payment or further consideration. The shares have no expiration date. As a result of the Issuer's initial public offering, the reporting person is no longer a 10% owner of the Issuer and is therefore no longer subject to Section 16 in connection with its transactions in the equity securities of the Issuer.

Footnote F2

The shares are held directly by Adams Street Venture/Growth Fund VI LP ("ASVG VI").

Footnote F3

The shares are held directly by Adams Street Growth Equity Fund VII LP ("AS GE VII").

Footnote F4

The shares are held directly by Adams Street 2016 Direct Venture/Growth Fund LP ("AS 2016").

Footnote F5

The shares are held directly by Adams Street 2017 Direct Venture/Growth Fund LP ("AS 2017").

Footnote F6

The shares are held directly by Adams Street 2018 Direct Venture/Growth Fund LP ("AS 2018").

Footnote F7

The shares are held directly by Adams Street 2019 Direct Growth Equity Fund LP ("AS 2019").

Footnote F8

Adams Street Partners, LLC as the managing member of the general partner of the general partner of ASVG VI, AS GE VII, AS 2016, AS 2017, AS 2018 and AS 2019 (collectively the "Funds"), may be deemed to beneficially own the shares held by the Funds. Thomas S. Bremner, Jeffrey T. Diehl, Elisha P. Gould III, Robin P. Murray and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by the Funds. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Elisha P. Gould, Robin Murray and Fred Wang disclaim beneficial ownership of the shares held by the Funds except to the extent of their pecuniary interest therein.

Footnote F9

Includes additional shares of Common Stock as a result of the conversion of Preferred Stock calculated on an aggregate basis of all shares of Preferred Stock held by the holder.

Footnote F10

ASVG VI acquired additional shares in the Issuer's initial public offering.

Footnote F11

AS GE VII acquired additional shares in the Issuer's initial public offering.

Footnote F12

AS 2018 acquired additional shares in the Issuer's initial public offering.

Footnote F13

AS 2019 acquired additional shares in the Issuer's initial public offering.

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