SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Choulika Andre

(Last)

(First)

(Middle)

600 COUNTY ROAD D WEST

SUITE 8

(Street)

NEW BRIGHTON

55112

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/20/2017

3. Issuer Name and Ticker or Trading Symbol
Calyxt, Inc. [ CLXT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units⁽¹⁾	156,800⁽²⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽³⁾	12/03/2024	Common Stock	6,125⁽²⁾	$3.71	D
Stock Option (Right to Buy)	⁽⁴⁾	09/09/2025	Common Stock	25,480⁽²⁾	$21.83	D
Stock Option (Right to Buy)	⁽⁵⁾	04/07/2026	Common Stock	245,000⁽²⁾	$3.59	D
Stock Option (Right to Buy)	⁽⁶⁾	06/14/2027	Common Stock	235,200⁽²⁾	$13.29	D

Explanation of Responses:

1. The award of restricted stock units with respect to Calyxt, Inc. common stock was granted on June 14, 2017 and vests 15% on the first anniversary of the grant date and 15% on the second anniversary of the grant date, with the remainder vesting quarterly in equal installments over the following 42 months.

2. The Reporting Person is the Chief Executive Officer of Cellectis S.A. ("Cellectis"), the sole shareholder of Calyxt, Inc. as of the time of this filing, and disclaims all beneficial ownership in Cellectis' interest in Calyxt, Inc., except to the extent of any pecuniary interest therein.

3. The stock option to purchase shares of Calyxt, Inc. common stock ("Stock Option") was granted on December 3, 2014, and vests 20% on January 3, 2015 and 20% on April 10, 2015, with the remainder vesting quarterly in equal installments over the following three years (or with an additional 25% vesting immediately if Calyxt, Inc. undergoes a change in control, liquidation, dissolution or initial public offering and the remainder vesting quarterly thereafter).

4. The Stock Option was granted on September 9, 2015 and vests 20% on the grant date and 20% on the first anniversary of the grant date, with the remainder vesting quarterly in equal installments over the following three years (or with an additional 25% vesting immediately if Calyxt, Inc. undergoes a change in control, liquidation, dissolution or initial public offering and the remainder vesting quarterly thereafter).

5. The Stock Option was granted on April 7, 2016 and vests 20% on the grant date and 10% on the first anniversary of the grant date, with the remainder vesting quarterly in equal installments over the following 42 months (or with an additional 25% vesting immediately if Calyxt, Inc. undergoes a change in control, liquidation, dissolution or initial public offering and the remainder vesting quarterly thereafter).

6. The Stock Option was granted on June 14, 2017 and vests 15% on the first anniversary of the grant date and 15% on the second anniversary of the grant date, with the remainder vesting quarterly in equal installments over the following 42 months.

	/s/ Joseph B. Saluri	07/20/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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