Statement of Changes in Beneficial Ownership (4)
18 6월 2022 - 5:16AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
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
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CRANDELL KEITH |
2. Issuer Name and Ticker or Trading Symbol
908 Devices Inc.
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MASS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
8755 WEST HIGGINS ROAD, SUITE 1025 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/15/2022 |
(Street)
CHICAGO, IL 60631
(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, par value $0.001 | 6/15/2022 | | M | | 1379.00 | A | (1) | 1379.00 | D | |
Common Stock, par value $0.001 | | | | | | | | 5725045.00 | I | See Footnote (2) |
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 |
Restricted Stock Unit | (1) | 6/15/2022 | | M | | | 1379.00 | (3) | (3) | Common Stock, par value $0.001 | 1379.00 | $0.00 | 0.00 | D | |
Restricted Stock Unit | (1) | 6/16/2022 | | A | | 4771.00 | | (4) | (4) | Common Stock, par value $0.001 | 4771.00 | $0.00 | 4771.00 | D | |
Stock Option (option to buy) | $14.15 | 6/16/2022 | | A | | 7970.00 | | (5) | 6/16/2032 | Common Stock, par value $0.001 | 7970.00 | $0.00 | 7970.00 | D | |
Explanation of Responses: |
(1) | Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Common Stock, par value $0.001, when vested. |
(2) | The securities are owned directly by ARCH Venture Fund VII, L.P. ("ARCH Fund VII"). The sole general partner of ARCH Fund VII is ARCH Venture Partners VII, L.P. ("ARCH Partners VII"), which may be deemed to be the beneficial owner of the securities held by ARCH Fund VII. The sole general partner of ARCH Partners VII is ARCH Venture Partners VII, LLC ("ARCH VII LLC"), which may be deemed to be the beneficial owner of the securities held by ARCH Fund VII. The reporting person is a managing director of ARCH VII LLC, and may be deemed to beneficially own the securities held by ARCH Fund VII. The reporting person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. |
(3) | The RSUs became fully vested on June 15, 2022, the day prior to the 2022 Annual Meeting of the Stockholders of 908 Devices Inc. The RSUs have no expiration date. |
(4) | The RSUs become fully vested on June 16, 2023 or the day prior to the 2023 Annual Meeting of the Stockholders of 908 Devices Inc., whichever occurs first, subject to the reporting person's continued service through the applicable vesting date, provided that, if the reporting person terminates their service for any reason, then a prorated number of RSUs will vest. The RSUs have no expiration date. |
(5) | The shares underlying the option become vested and exercisable in substantially equal monthly installments over the 12 months following June 16, 2022, subject to the reporting person's continued service through the applicable vesting date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
CRANDELL KEITH 8755 WEST HIGGINS ROAD SUITE 1025 CHICAGO, IL 60631 | X | X |
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Signatures
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/s/ Michael S. Turner, as Attorney-in-Fact | | 6/17/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
908 Devices (NASDAQ:MASS)
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부터 6월(6) 2024 으로 7월(7) 2024
908 Devices (NASDAQ:MASS)
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부터 7월(7) 2023 으로 7월(7) 2024