0001140361-15-036376.txt : 20150930 0001140361-15-036376.hdr.sgml : 20150930 20150930191335 ACCESSION NUMBER: 0001140361-15-036376 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150930 FILED AS OF DATE: 20150930 DATE AS OF CHANGE: 20150930 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mirna Therapeutics, Inc. CENTRAL INDEX KEY: 0001527599 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 261824804 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2150 WOODWARD ST., SUITE 100 CITY: AUSTIN STATE: TX ZIP: 78744 BUSINESS PHONE: 512-681-5252 MAIL ADDRESS: STREET 1: 2150 WOODWARD ST., SUITE 100 CITY: AUSTIN STATE: TX ZIP: 78744 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lammers Paul CENTRAL INDEX KEY: 0001457289 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37566 FILM NUMBER: 151134953 MAIL ADDRESS: STREET 1: 2408 TIMBERLOCH PLACE, B-7 CITY: THE WOODLANDS STATE: TX ZIP: 77380 3 1 doc1.xml FORM 3 X0206 3 2015-09-30 0 0001527599 Mirna Therapeutics, Inc. MIRN 0001457289 Lammers Paul C/O MIRNA THERAPEUTICS, INC. 2150 WOODWARD ST., SUITE 100 AUSTIN TX 78744 1 1 0 0 President & CEO Common Stock 6666 D Common Stock 12121 I See Footnote Stock Option (Right to Buy) 7.50 2019-12-31 Common Stock 10565 D Stock Option (Right to Buy) 1.65 2023-01-10 Common Stock 134999 D Stock Option (Right to Buy) 8.10 2024-03-10 Common Stock 72246 D Stock Option (Right to Buy) 6.15 2025-03-01 Common Stock 20000 D Stock Option (Right to Buy) 6.45 2025-06-04 Common Stock 131666 D The shares are held by Paul Lammers and Ernestine Lammers-Michels as joint tenants with right of survivorship. The option is fully vested and exercisable. The option vests with respect to 25% of the shares subject thereto immediately upon grant, with the remaining shares vesting with respect to 1/36 of the remaining shares subject thereto on each monthly anniversary of January 10, 2013, subject to the Reporting Person continuing to provide services to the Issuer through each such vesting date. The option vests with respect to 25% of the shares subject thereto on March 6, 2015, with the remaining shares vesting with respect to 1/48 of the total shares subject thereto on each monthly anniversary thereafter, subject to the Reporting Person continuing to provide services to the Issuer through each such vesting date. The option vests with respect to 25% of the shares subject thereto on January 1, 2016, with the remaining shares vesting with respect to 1/48 of the total shares subject thereto on each monthly anniversary thereafter, subject to the Reporting Person continuing to provide services to the Issuer through each such vesting date. The option vests with respect to 1/48 of the shares subject thereto on each monthly anniversary of May 1, 2015, subject to the Reporting Person continuing to provide services to the Issuer through each such vesting date. /s/ Jon Irvin, Attorney-in-Fact for Paul Lammers 2015-09-30 EX-24.1 2 poa_lammers.htm
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) the Chief Executive Officer of Mirna Therapeutics, Inc., a Delaware corporation (the “Company”), who is currently Paul Lammers, (ii) the Company's Chief Financial Officer, who is currently Alan Fuhrman and (iii) the Company's Vice President of Finance, who is currently Jon Irvin, and their respective successors, signing singly, 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 a director and an officer of the Company, Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and a Form ID, Uniform Application for Access Codes to File on EDGAR;

(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 Forms 3, 4 or 5 or Form ID and timely file such forms (including amendments thereto) and application with the United States Securities and Exchange Commission and any stock exchange 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 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 of the Securities Exchange Act of 1934.

The undersigned agrees that each such attorney-in-fact herein may rely entirely on information furnished orally or in writing by the undersigned to such attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omission of necessary facts in the information provided by the undersigned to such attorney-in fact for purposes of executing, acknowledging, delivering or filing Forms 3, 4 or 5 (including amendments thereto) or Form ID and agrees to reimburse the Company and such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney supersedes any power of attorney previously executed by the undersigned regarding the purposes outlined in the first paragraph hereof ("Prior Powers of Attorney"), and the authority of the attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier (a) revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or (b) superseded by a new power of attorney regarding the purposes outlined in the first paragraph hereof dated as of a later date.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 23rd day of September, 2015.

 
/s/ Paul Lammers
 
Paul Lammers