Amended Statement of Changes in Beneficial Ownership (4/a)
May 20 2020 - 7:34PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Gasmi Mehdi |
2. Issuer Name and Ticker or Trading Symbol
Adverum Biotechnologies, Inc.
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ADVM
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O ADVERUM BIOTECHNOLOGIES, INC., 800 SAGINAW DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/15/2020 |
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(Street)
REDWOOD CITY, CA 94063
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
2/14/2020 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 1/15/2020 | | A | | 88496 (1) | A | $0.00 | 321418 | D | |
| Common Stock | 2/12/2020 | | F | | 31482 (2) | D | $11.33 | 289936 | D | |
| Common Stock | 2/12/2020 | | F | | 15494 (2) | D | $15.05 | 274442 | D | |
| Common Stock | 2/12/2020 | | M | | 10000 | A | $4.80 | 284442 | D | |
| Common Stock | 2/12/2020 | | S | | 10000 (3) | D | $15.069 (4) | 274442 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Option (Right to Buy) | $4.80 | 2/12/2020 | | M | | | 10000 | (5) | 2/11/2026 | Common Stock | 10000 | $0.00 | 178000 | D | |
| Explanation of Responses: |
| (1) | Represents shares of Common Stock issued upon vesting of restricted stock units with performance-based vesting pursuant to the Separation Agreement between the Reporting Person and Issuer, dated July 30, 2019. |
| (2) | Reflects shares withheld by the Issuer upon vesting of restricted stock units to satisfy withholding tax obligations. |
| (3) | Shares sold pursuant to a 10b5-1 plan. |
| (4) | Price reported is a weighted-average sales price. The shares were sold at prices ranging from $15.00 to $15.13. The reporting person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| (5) | Twenty-five percent (25%) of the total number of shares subject to the option vest and become exercisable on the first anniversary of the Vesting Commencement Date, and 1/48th of the total number of shares subject to the option vest and become exercisable each month thereafter, such that all of the shares subject to the option shall become vested and exercisable as of the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service with the Issuer on each such vesting date. |
Remarks:
This Form 4 Amendment is being filed solely to correct the amount of shares surrendered to satisfy a tax withholding obligation in line 2 of Table I and to correct an arithmetic error in Box 5 of line 3. The amount previously reflected in Box 4 of line 2 was 31,451 shares and should have been reflected as 31,482 shares. As a result of these corrections, the number of shares beneficially owned in Box 5 of Table I has been adjusted accordingly. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Gasmi Mehdi
C/O ADVERUM BIOTECHNOLOGIES, INC.
800 SAGINAW DRIVE
REDWOOD CITY, CA 94063 | X |
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Signatures
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| Mehdi Gasmi by /s/ Peter Soparkar, Attorney-in-Fact. | | 5/20/2020 |
| **Signature of Reporting Person | Date |
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