Statement of Changes in Beneficial Ownership (4)
January 26 2022 - 5:16PM
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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Wan Tim M |
2. Issuer Name and Ticker or Trading Symbol
Asana, Inc.
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ASAN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer |
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(Last)
(First)
(Middle)
C/O ASANA, INC., 633 FOLSOM STREET, SUITE 100 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/24/2022 |
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(Street)
SAN FRANCISCO, CA 94107
(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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| Class A Common Stock | 1/24/2022 | | M | | 20000 | A | $1.60 | 525130 | D | |
| Class A Common Stock | 1/24/2022 | | S(1) | | 2820 | D | $46.16 (2) | 522310 | D | |
| Class A Common Stock | 1/24/2022 | | S(1) | | 6517 | D | $47.49 (3) | 515793 | D | |
| Class A Common Stock | 1/24/2022 | | S(1) | | 10363 | D | $48.37 (4) | 505430 | D | |
| Class A Common Stock | 1/24/2022 | | S(1) | | 300 | D | $49.00 | 505130 | D | |
| Class A Common Stock | | | | | | | | 153428 | I | See footnote (5) |
| Class A Common Stock | | | | | | | | 50000 | I | See footnote (6) |
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) | $1.60 | 1/24/2022 | | M | | | 20000 | (7) | 5/2/2027 | Class A Common Stock | 20000 | $0.00 | 865899 | D | |
| Explanation of Responses: |
| (1) | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
| (2) | The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $45.78 to $46.43
per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (3) | The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $46.99 to $47.98 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (4) | The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $47.99 to $48.86 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (5) | The shares are held of record by The 2019 Tim Ming Wan Grantor Retained Annuity Trust Dated July 22, 2019. |
| (6) | The shares are held of record by the Reporting Person's spouse. |
| (7) | 1/4 of the shares subject to the option vested on January 17, 2018, and 1/48 of the shares vest monthly thereafter. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Wan Tim M
C/O ASANA, INC.
633 FOLSOM STREET, SUITE 100
SAN FRANCISCO, CA 94107 |
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| Chief Financial Officer |
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Signatures
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| /s/ Katie Colendich, Attorney-in-Fact | | 1/26/2022 |
| **Signature of Reporting Person | Date |
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