0001209191-23-049813.txt : 20230918 0001209191-23-049813.hdr.sgml : 20230918 20230918183455 ACCESSION NUMBER: 0001209191-23-049813 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230913 FILED AS OF DATE: 20230918 DATE AS OF CHANGE: 20230918 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: White Nicole S CENTRAL INDEX KEY: 0001993254 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35005 FILM NUMBER: 231262130 MAIL ADDRESS: STREET 1: C/O ASSEMBLY BIOSCIENCES, INC. STREET 2: 331 OYSTER POINT BLVD., FOURTH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASSEMBLY BIOSCIENCES, INC. CENTRAL INDEX KEY: 0001426800 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 331 OYSTER POINT BLVD. STREET 2: FOURTH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: (833) 409-4583 MAIL ADDRESS: STREET 1: 331 OYSTER POINT BLVD. STREET 2: FOURTH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: VENTRUS BIOSCIENCES INC DATE OF NAME CHANGE: 20080211 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-09-13 0 0001426800 ASSEMBLY BIOSCIENCES, INC. ASMB 0001993254 White Nicole S C/O ASSEMBLY BIOSCIENCES, INC. 331 OYSTER POINT BLVD., FOURTH FLOOR SOUTH SAN FRANCISCO CA 94080 0 1 0 0 Chief Manufacturing Officer Common Stock 86142 D Stock Option (right to buy) 5.62 2030-11-16 Common Stock 50000 D Stock Option (right to buy) 2.30 2032-03-29 Common Stock 100000 D Stock Option (right to buy) 2.01 2032-08-01 Common Stock 200000 D Stock Option (right to buy) 0.89 2033-03-29 Common Stock 140000 D Performance-based Restricted Stock Units 0.00 2027-03-29 Common Stock 25000 D Holdings include grants of restricted stock units (RSUs) vesting, in each case assuming continuous service on each vesting date, as follows: (a) 2,500 RSUs vesting in equal installments on November 16, 2023 and November 16, 2024; (b) 18,750 RSUs vesting in equal installments on March 29, 2024, March 29, 2025 and March 29, 2026; (c) 5,469 RSUs vesting on May 22, 2024; and (d) 25,000 RSUs vesting on August 1, 2024. Grant of stock options. Options to purchase 34,375 shares of common stock have vested, and, assuming continuous service on each vesting date, the remaining stock options vest in 15 approximately equal monthly installments, with the options becoming fully vested on November 16, 2024. Grant of stock options. Options to purchase 35,416 shares of common stock have vested, and, assuming continuous service on each vesting date, the remaining stock options vest in 31 approximately equal monthly installments, with the options becoming fully vested on March 29, 2026. Grant of stock options. Options to purchase 54,166 shares of common stock have vested, and, assuming continuous service on each vesting date, the remaining stock options vest in 35 approximately equal monthly installments, with the options becoming fully vested on August 1, 2026. Grant of stock options. The stock options vest over four years, assuming continuous service on each vesting date, as follows: 25% vest on the first anniversary of the date of grant, March 29, 2024; and the remaining 75% vest in 36 approximately equal monthly installments, with the options becoming fully vested on March 29, 2027. Each performance-based RSU represents a contingent right to receive one share of the Issuer's common stock. The shares are earned if either of two trading price metrics are met (each a "Stock Metric") either on or before the second or on or before the fourth anniversary of the grant date, as applicable. If a Stock Metric is met on or before the first anniversary of the grant date, then 50% of the RSUs vest on the first anniversary of the grant date and the remainder will vest on the second anniversary of the grant date. If a Stock Metric is achieved after the first anniversary of the grant date and on or before the fourth anniversary of the grant date, then 50% of the RSUs vest on the date that the Stock Metric is achieved and the remaining 50% of the RSUs vest on the first anniversary of the initial vesting date. Special vesting provisions apply in the case of a change in control transaction. Exhibit 24.1 - Power of Attorney /s/ John O. Gunderson, as Attorney-in-Fact 2023-09-18 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

			LIMITED POWER OF ATTORNEY

       The undersigned hereby constitutes and appoints each of Jason A. Okazaki,
John O. Gunderson and Jeanette M. Bjorkquist, signing singly, and with full
power of substitution, the undersigned's true and
lawful attorney-in-fact to:

	(1)	execute for and on behalf of the undersigned, in the undersigned's capacity
as officer and/or director of Assembly Biosciences, Inc. (the "Company"), from
time to time the following U.S. Securities and Exchange Commission ("SEC")
forms: (i) Form ID, including any attached documents, to effect the assignment
of codes to the undersigned to be used in the transmission of information to the
SEC using the EDGAR System; (ii) Form 3, Initial Statement of Beneficial
Ownership of Securities, including any attached documents; (iii) Form 4,
Statement of Changes in Beneficial Ownership of Securities, including any
attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of
Securities in accordance with Section 16(a) of the Securities Exchange Act of
1934, as amended, and the rules thereunder, including any attached documents;
(v) Schedule 13D; and (vi) amendments of each thereof, in accordance with the
Securities Exchange Act of 1934, as amended, and the rules thereunder,
including any attached documents;

	(2)	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
Schedule 13D or any amendment(s) thereto, and timely file such form(s) with the
SEC and any securities exchange, national association or similar authority; and

	(3)	take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the

undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

	The undersigned hereby grants to each such attorney-in-fact, acting singly,
full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of
the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees
to indemnify the attorneys-in-fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading information
provided by the undersigned to the attorneys-in-fact.

	This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file such forms with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact. This Power of Attorney supersedes any prior power
of attorney in connection with the undersigned's capacity as an officer and/or
director of the Company. This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an executive
officer of, or legal counsel to, the Company.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of September 06, 2023.

							/s/ Nicole S. White
							Nicole S. White