0001415889-24-017962.txt : 20240624
0001415889-24-017962.hdr.sgml : 20240624
20240624162016
ACCESSION NUMBER: 0001415889-24-017962
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240620
FILED AS OF DATE: 20240624
DATE AS OF CHANGE: 20240624
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: McNamara Peter
CENTRAL INDEX KEY: 0002023255
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38537
FILM NUMBER: 241064523
MAIL ADDRESS:
STREET 1: C/O TECTONIC THERAPEUTIC, INC.
STREET 2: 490 ARSENAL WAY, SUITE 210
CITY: WATERTOWN
STATE: MA
ZIP: 02472
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Tectonic Therapeutic, Inc.
CENTRAL INDEX KEY: 0001681087
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 810710585
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 490 ARSENAL WAY
STREET 2: SUITE 210
CITY: WATERTOWN
STATE: MA
ZIP: 02472
BUSINESS PHONE: (339) 666-3320
MAIL ADDRESS:
STREET 1: 490 ARSENAL WAY
STREET 2: SUITE 210
CITY: WATERTOWN
STATE: MA
ZIP: 02472
FORMER COMPANY:
FORMER CONFORMED NAME: AVROBIO, Inc.
DATE OF NAME CHANGE: 20180131
FORMER COMPANY:
FORMER CONFORMED NAME: AvroBio, Inc.
DATE OF NAME CHANGE: 20160729
4
1
form4-06242024_080611.xml
X0508
4
2024-06-20
0001681087
Tectonic Therapeutic, Inc.
TECX
0002023255
McNamara Peter
C/O TECTONIC THERAPEUTIC, INC.
490 ARSENAL WAY, SUITE 210
WATERTOWN
MA
02472
false
true
false
false
Chief Scientific Officer
0
Common Stock
2024-06-20
4
A
0
10688
A
10688
D
Employee Stock Option (Right to Buy)
2.38
2024-06-20
4
A
0
37959
A
2031-06-27
Common Stock
37959
37959
D
Employee Stock Option (Right to Buy)
2.98
2024-06-20
4
A
0
32065
A
2032-06-26
Common Stock
32065
32065
D
Employee Stock Option (Right to Buy)
5.38
2024-06-20
4
A
0
18704
A
2033-11-30
Common Stock
18704
18704
D
Employee Stock Option (Right to Buy)
16.80
2024-06-20
4
A
0
77000
0
A
2034-06-19
Common Stock
77000
77000
D
Received in exchange for 20,000 shares of common stock of Tectonic Therapeutic, Inc., a Delaware corporation ("Tectonic"), pursuant to an Agreement and Plan of Merger dated as of January 30, 2024 (the "Merger Agreement") by and among AVROBIO, Inc., a Delaware corporation ("AVROBIO"), Tectonic and Alpine Merger Subsidiary, Inc., a direct, wholly owned subsidiary of AVROBIO (the "Merger Sub"). Under the terms of the Merger Agreement, on June 20, 2024, Merger Sub merged with and into Tectonic (the "Merger"), with Tectonic surviving the Merger as a wholly owned subsidiary of AVROBIO. Upon the closing of the Merger, each share of Tectonic common stock was converted into the right to receive 0.534419990 shares of the Issuer's common stock, after giving effect to a reverse stock split of the Issuer's common stock of 1-for-12. Subsequent to the Merger, the name of the Issuer was changed from AVROBIO, Inc. to Tectonic Therapeutic, Inc.
Upon the closing of the Merger, each outstanding option to purchase shares of Tectonic common stock was assumed by the Issuer and converted into an option to purchase the Issuer's common stock, on the same terms and conditions as were applicable to such Tectonic stock option prior to the Merger, as adjusted for the exchange ratio and the reverse stock split.
25,796 of the shares subject to the option are immediately exercisable. The remainder of the shares subject to the option vest in 12 equal monthly installments beginning on July 1, 2024, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
Received in exchange for a stock option to acquire 71,029 shares of Tectonic common stock pursuant to the Merger Agreement.
The shares subject to the option vest in 48 equal monthly installments beginning on June 27, 2022, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
Received in exchange for a stock option to acquire 60,000 shares of Tectonic common stock pursuant to the Merger Agreement.
The shares subject to the option vest in 48 equal monthly installments beginning on December 1, 2023, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
Received in exchange for a stock option to acquire 35,000 shares of Tectonic common stock pursuant to the Merger Agreement.
The shares subject to the option vest as to 25% of the shares on June 20, 2025 with the remainder vesting in the following 36 equal monthly installments, subject to the Reporting Person's continued service on each such vesting date.
/s/ Daniel Lochner, Attorney-in-Fact
2024-06-24