0001672688-24-000018.txt : 20240321
0001672688-24-000018.hdr.sgml : 20240321
20240321190428
ACCESSION NUMBER: 0001672688-24-000018
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240319
FILED AS OF DATE: 20240321
DATE AS OF CHANGE: 20240321
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: McClain Sean
CENTRAL INDEX KEY: 0001873003
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40646
FILM NUMBER: 24772681
MAIL ADDRESS:
STREET 1: 18105 SE MILL PLAIN BLVD
STREET 2: SUITE 350
CITY: VANCOUVER
STATE: WA
ZIP: 98683
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Absci Corp
CENTRAL INDEX KEY: 0001672688
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731]
ORGANIZATION NAME: 08 Industrial Applications and Services
IRS NUMBER: 853383487
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 18105 SE MILL PLAIN BLVD
CITY: VANCOUVER
STATE: WA
ZIP: 98683
BUSINESS PHONE: (360) 949-1041
MAIL ADDRESS:
STREET 1: 18105 SE MILL PLAIN BLVD
CITY: VANCOUVER
STATE: WA
ZIP: 98683
FORMER COMPANY:
FORMER CONFORMED NAME: AbSci Corp
DATE OF NAME CHANGE: 20201026
FORMER COMPANY:
FORMER CONFORMED NAME: AbSci, Inc.
DATE OF NAME CHANGE: 20201026
FORMER COMPANY:
FORMER CONFORMED NAME: AbSci, LLC
DATE OF NAME CHANGE: 20160420
4
1
wk-form4_1711062258.xml
FORM 4
X0508
4
2024-03-19
0
0001672688
Absci Corp
ABSI
0001873003
McClain Sean
C/O ABSCI CORPORATION
18105 SE MILL PLAIN BLVD
VANCOUVER
WA
98683
1
1
0
0
Chief Executive Officer
0
Common Stock
2024-03-19
4
A
0
1500000
0
A
8225955
D
Common Stock
2269987
I
See footnote
The shares reported in this transaction represent performance-based Restricted Stock Units ("RSUs") issued under the Absci Corporation 2021 Stock Option and Incentive Plan. Each performance-based RSU represents the contingent right to receive one share of the Issuer's Common Stock. The performance-based RSUs underlying this grant shall vest as follows: (i) 150,000 shall vest upon the achievement of a closing stock price for the Common Stock (as reported on the Nasdaq Global Select Market or such other exchange on which the Common Stock may then be listed for trading, the "Closing Price") equal to or exceeding $10.00 per share; (ii) 200,000 shall vest upon the achievement of a Closing Price for the Common Stock equal to or exceeding $12.00 per share; (iii) 225,000 shall vest upon the achievement of a Closing Price for the Common Stock equal to or exceeding $14.00 per share; (iv) 250,000 shall vest upon the achievement of a Closing Price for the Common Stock (continued on footnote 2)
(Continued from footnote 1) equal to or exceeding $16.00 per share; (v) 300,000 shall vest upon the achievement of a Closing Price for the Common Stock equal to or exceeding $18.00 per share; and (vi) 375,000 shall vest upon the achievement of a Closing Price for the Common Stock equal to or exceeding $20.00 per share, in each case, subject to the Reporting Person's continued service through the applicable vesting date. For purposes of the foregoing, in the event that a Closing Price specified in clauses (ii) through (vi) above is achieved on a particular date (the "Achievement Date") without the prior achievement of one or more of the lower Closing Prices specified in clauses (i) through (v) above, all such lower Closing Prices shall be deemed achieved as of the Achievement Date. To the extent that any performance-based RSUs do not become vested by the third anniversary of the grant date, any such unvested performance RSUs shall terminate and be immediately forfeited.
These shares are held by Brittany McClain and are subject to a voting agreement and proxy pursuant to which the Reporting Person is entitled to vote such shares on all matters presented to the Issuer's stockholders for approval. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any.
/s/ Todd Bedrick, attorney-in-fact
2024-03-21