Raymond J. Bartoszek - Dec 16, 2022 Form 4 Insider Report for KINETA, INC./DE (KA)

Role
Director
Signature
/s/ Pauline Kenny, as Attorney-in-Fact
Stock symbol
KA
Transactions as of
Dec 16, 2022
Transactions value $
$4,339,993
Form type
4
Date filed
12/20/2022, 07:55 PM
Next filing
Jan 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KA Common Stock Award +61.6K 61.6K Dec 16, 2022 By RLB Holdings, LLC F1, F2
transaction KA Common Stock Award +347K 347K Dec 16, 2022 By RLB Holdings Connecticut LLC F1, F2
transaction KA Common Stock Award $4.34M +376K +108.25% $11.55 723K Dec 16, 2022 RLB Holdings Connecticut LLC F2, F3
transaction KA Common Stock Award +4.1K 4.1K Dec 16, 2022 Direct F4, F5
transaction KA Common Stock Award +860 +21% 4.96K Dec 16, 2022 Direct F6, F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KA Stock Options (Right to Buy) Award +3.44K 3.44K Dec 16, 2022 Common Stock 3.44K $26.16 Direct F8, F9
transaction KA Stock Options (Right to Buy) Award +6.19K 6.19K Dec 16, 2022 Common Stock 6.19K $29.06 Direct F10, F11
transaction KA Stock Options (Right to Buy) Award +10.3K 10.3K Dec 16, 2022 Common Stock 10.3K $23.25 Direct F12, F13
transaction KA Warrants (Right to Buy) Award +34.4K 34.4K Dec 16, 2022 Common Stock 34.4K $21.80 RLB Holdings Connecticut LLC F2, F14, F15
transaction KA Warrants (Right to Buy) Award +60K 60K Dec 16, 2022 Common Stock 60K $0.14 RLB Holdings Connecticut LLC F2, F14, F16
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received in connection with the Issuer's merger (the "Merger") with Kineta, Inc. ("Legacy Kineta") in accordance with the terms of the Agreement and Plan of Merger dated as of June 5, 2022, as amended on December 5, 2022 (the "Merger Agreement"), by and among the Issuer (f/k/a Yumanity Therapeutics, Inc.), Yacht Merger Sub, Inc. and Legacy Kineta. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy Kineta common stock was entitled to receive 0.0688 shares of Common Stock. The Merger closed on December 16, 2022.
F2 The Reporting Person is a managing member of RLB Holdings, LLC ("RLB Holdings") and RLB Holdings Connecticut LLC ("RLB Connecticut") and shares voting and dispositive power over the shares held by RLB Holdings and RLB Connecticut. As such, the Reporting Person may be deemed to beneficially own such shares held by RLB Holdings and RLB Connecticut.
F3 Represents shares of Common Stock acquired by RLB Connecticut immediately following the Merger in a private placement pursuant to a Securities Purchase Agreement dated as of June 5, 2022 and as amended on October 24, 2022 and December 5, 2022. The issuance of the shares to RLB Connecticut was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
F4 Represents shares of Common Stock underlying a time-based restricted stock unit award ("RSU"). The RSU will vest in full on June 14, 2023, subject to the continuing service of the Reporting Person on such vesting date.
F5 Received in connection with the Merger in exchange for 59,545 shares of common stock underlying a Legacy Kineta RSU.
F6 Represents shares of Common Stock underlying a time-based RSU. The RSU will vest in full on March 16, 2023, subject to the continuing service of the Reporting Person on such vesting date.
F7 Received in connection with the Merger in exchange for 12,500 shares of common stock underlying a Legacy Kineta RSU.
F8 The stock option vested as to 1/3 of the total number of shares on May 27, 2021, an additional 1/3 of the total number of shares vested on May 27, 2022, and the remaining 1/3 of the total number of shares will vest on May 27, 2023, subject to the continuing service of the Reporting Person on each vesting date.
F9 Received in connection with the Merger in exchange for options to acquire 50,000 shares of Legacy Kineta common stock for $1.80 per share.
F10 The stock option vested as to 1/3 of the total number of shares on February 10, 2021, an additional 1/3 of the total number of shares vested on February 10, 2022, and the remaining 1/3 of the total number of shares will vest on February 10, 2023, subject to the continuing service of the Reporting Person on each vesting date.
F11 Received in connection with the Merger in exchange for options to acquire 90,000 shares of Legacy Kineta common stock for $2.00 per share.
F12 The stock option is fully vested and exercisable.
F13 Received in connection with the Merger in exchange for options to acquire 150,000 shares of Legacy Kineta common stock for $1.60 per share.
F14 The warrants are immediately exercisable in full.
F15 Received in connection with the Merger in exchange for warrants to acquire 500,000 shares of Legacy Kineta common stock for $1.50 per share.
F16 Received in connection with the Merger in exchange for warrants to acquire 872,364 shares of Legacy Kineta common stock for $0.01 per share.