Statement of Changes in Beneficial Ownership (4)
February 12 2020 - 5:09PM
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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3235-0287
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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
*
SCHULER JACK W |
2. Issuer Name and Ticker or Trading Symbol
YIELD10 BIOSCIENCE, INC.
[
YTEN
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
100 NORTH FIELD DRIVE, SUITE 360, SUITE 360 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/10/2020 |
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(Street)
LAKE FOREST, IL 60045
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 | 2/10/2020 | | P(1) | | 9852 | A | $7.905 | 489496 (2) | I | See footnote (3) |
| Common Stock | 2/10/2020 | | S(4) | | 28256 | D | $7.8985 (5) | 471093 (6) | I | See footnote (3) |
| Common Stock | 2/11/2020 | | S(7) | | 42697 | D | $7.6873 (8) | 428396 (9) | I | See footnote (3) |
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 |
| Explanation of Responses: |
| (1) | The reported securities were acquired by the Schuler Family Foundation. |
| (2) | The reported securities consist of the 455,476 shares of common stock owned by the Jack W. Schuler Living Trust, the 21 shares of common stock owned by the Renate Schuler Living Trust, and the 33,999 shares of common stock owned by the Schuler Family Foundation, in each case immediately following reported transaction. |
| (3) | Jack W. Schuler has an indirect pecuniary interest the reported securities through (i) the Jack W. Schuler Living Trust, as its trustee and beneficiary, (ii) the Renate Schuler Living Trust, as the spouse of its trustee and beneficiary, and (iii) the Schuler Family Foundation, as its president. |
| (4) | The reported securities were sold by the Jack W. Schuler Living Trust for tax purposes. |
| (5) | This transaction was executed in multiple trades at prices ranging from $7.655 to $7.985 per share. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
| (6) | The reported securities consist of the 437,072 shares of common stock owned by the Jack W. Schuler Living Trust, the 21 shares of common stock owned by the Renate Schuler Living Trust, and the 33,999 shares of common stock owned by the Schuler Family Foundation, in each case immediately following reported transaction. |
| (7) | The reported securities were sold by the Jack W. Schuler Living Trust for tax purposes. On the same date, each of the Tino Hans Schuler Trust, Tanya Eva Schuler Trust, and Therese Heidi Schuler Trust (collectively, the "Trusts"), which are separate trusts established for Mr. Schuler's three children, separately acquired 10,426 shares of common stock of the Issuer (the "Schuler Children Shares"). Mr. Schuler disclaims any beneficial ownership of the Schuler Children Shares and has no pecuniary interest in any of the Schuler Children Shares. As such, transactions by the Trusts are not subject to Section 16 by Mr. Schuler. |
| (8) | This transaction was executed in multiple trades at prices ranging from $7.50 to $7.84 per share. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
| (9) | The reported securities consist of the 394,375 shares of common stock owned by the Jack W. Schuler Living Trust, the 21 shares of common stock owned by the Renate Schuler Living Trust, and the 33,999 shares of common stock owned by the Schuler Family Foundation, in each case immediately following reported transaction. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
SCHULER JACK W
100 NORTH FIELD DRIVE, SUITE 360
SUITE 360
LAKE FOREST, IL 60045 |
| X |
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Signatures
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| /S/ Jack W. Schuler | | 2/12/2020 |
| **Signature of Reporting Person | Date |
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