Ownership Submission
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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. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Guillaudeux Thierry
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2. Issuer Name and Ticker or Trading Symbol
KINETA, INC./DE [KA]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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Chief Scientific Officer /
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(Last)
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(First)
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(Middle)
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C/O KINETA, INC. , 7683 SE 27TH STREET, SUITE 481
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3. Date of Earliest Transaction (Month/Day/Year)
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(Street)
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MERCER ISLAND
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WA
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98040
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/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
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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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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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Guillaudeux Thierry
C/O KINETA, INC.
7683 SE 27TH STREET, SUITE 481
MERCER ISLAND, WA98040
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Chief Scientific Officer
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Signatures
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/s/ Thierry Guillaudeux
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2024-04-16
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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25% of the shares are vested and exercisable upon the grant, 25% of the shares will vest and become exercisable over the 36 month period following the award on the one-month anniversary of the vesting commencement date subject to the reporting person's continuous service status through each vesting date, and 50% of the shares will vest and become exercisable subject to the achievement of a Transaction or Qualified Transaction.
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(2)
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Footnote 2 is a continuation of Footnote 1: A "Qualified Transaction" is defined as either (i) a capital raise commitment of greater than $25 million with a minimum of $10 million upon closing or (ii) a partnership event resulting in an upfront cash payment to the Company of at least $15 million with future milestones of greater than $100 million (in cash and equity). In the event the Board of Directors of the Company approves a transaction that does not meet the criteria of a Qualified Transaction, it shall be deemed a "Transaction". In the event of the Qualified Transaction, all such shares shall immediately become fully vested and exercisable. In the event of a Transaction, all shares shall vest in an equal monthly number such that the shares will be vested and exercisable in full 36 months following the award date.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Kineta Inc.