Initial Statement of Beneficial Ownership (3)
April 19 2023 - 8:09AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
Matthews Andrea |
2. Date of Event Requiring Statement (MM/DD/YYYY)
4/17/2023
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3. Issuer Name and Ticker or Trading Symbol
Astria Therapeutics, Inc. [ATXS]
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(Last)
(First)
(Middle)
C/O ASTRIA THERAPEUTICS, INC., 75 STATE STREET, SUITE 1400 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) Chief Business Officer / |
(Street)
BOSTON, MA 02109
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 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 Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (Right to Buy) | (1) | 8/26/2024 | Common Stock | 389 | $432.00 | D | |
Stock Option (Right to Buy) | (1) | 3/25/2025 | Common Stock | 51 | $663.00 | D | |
Stock Option (Right to Buy) | (1) | 2/10/2026 | Common Stock | 166 | $274.20 | D | |
Stock Option (Right to Buy) | (1) | 9/7/2026 | Common Stock | 250 | $258.60 | D | |
Stock Option (Right to Buy) | (1) | 2/8/2027 | Common Stock | 183 | $74.40 | D | |
Stock Option (Right to Buy) | (1) | 7/26/2027 | Common Stock | 83 | $76.20 | D | |
Stock Option (Right to Buy) | (1) | 2/7/2028 | Common Stock | 416 | $76.80 | D | |
Stock Option (Right to Buy) | (1) | 9/6/2028 | Common Stock | 833 | $42.60 | D | |
Stock Option (Right to Buy) | (1) | 2/12/2029 | Common Stock | 2083 | $26.34 | D | |
Stock Option (Right to Buy) | (2) | 2/11/2030 | Common Stock | 3333 | $31.92 | D | |
Stock Option (Right to Buy) | (3) | 10/6/2030 | Common Stock | 4166 | $39.78 | D | |
Stock Option (Right to Buy) | (4) | 3/31/2031 | Common Stock | 66666 | $17.22 | D | |
Stock Option (Right to Buy) | (5) | 2/28/2032 | Common Stock | 32812 | $6.51 | D | |
Stock Option (Right to Buy) | (6) | 1/31/2033 | Common Stock | 60000 | $13.36 | D | |
Explanation of Responses: |
(1) | Fully vested. |
(2) | This option was granted February 12, 2020 and is subject to vesting over a four-year period, with 25% of the 3,033 shares underlying the option upon grant vesting on the first anniversary of February 12, 2020 and the remainder vesting over the ensuing three years in equal monthly installments. |
(3) | This option was granted October 7, 2020 and is subject to vesting over a four-year period, with 25% of the 4,166 shares underlying the option upon grant vesting on the first anniversary of October 7, 2020 and the remainder vesting over the ensuing three years in equal monthly installments. |
(4) | This option was granted April 1, 2021 and is subject to vesting over a four-year period, with 25% of the 66,666 shares underlying the option upon grant vesting on the first anniversary of April 1, 2021 and the remainder vesting over the ensuing three years in equal monthly installments. |
(5) | This option was granted March 1, 2022 and is subject to vesting over a four-year period, with 25% of the 45,000 shares underlying the option upon grant vesting on the first anniversary of February 17, 2022 and the remainder vesting over the ensuing three years in equal monthly installments. |
(6) | This option was granted February 1, 2023 and is subject to vesting over a four-year period, with 25% of the 60,000 shares underlying the option upon grant vesting on the first anniversary of February 1, 2023 and the remainder vesting over the ensuing three years in equal monthly installments. |
Remarks: Exhibit Index: 24 - Power of Attorney; No securities are beneficially owned. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Matthews Andrea C/O ASTRIA THERAPEUTICS, INC. 75 STATE STREET, SUITE 1400 BOSTON, MA 02109 |
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| Chief Business Officer |
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Signatures
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/s/ Ben Harshbarger, as attorney-in-fact for Andrea Matthews | | 4/19/2023 |
**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 5(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. |
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