0001815776-24-000020.txt : 20240325
0001815776-24-000020.hdr.sgml : 20240325
20240325203225
ACCESSION NUMBER: 0001815776-24-000020
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240321
FILED AS OF DATE: 20240325
DATE AS OF CHANGE: 20240325
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Schimmelpennink Evert B.
CENTRAL INDEX KEY: 0001713795
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40532
FILM NUMBER: 24780682
MAIL ADDRESS:
STREET 1: C/O PFENEX INC.
STREET 2: 10790 ROSELLE STREET
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LENZ Therapeutics, Inc.
CENTRAL INDEX KEY: 0001815776
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 844867570
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 445 MARINE VIEW AVE SUITE 320
CITY: DEL MAR
STATE: CA
ZIP: 92014
BUSINESS PHONE: 858-925-7000
MAIL ADDRESS:
STREET 1: 445 MARINE VIEW AVE SUITE 320
CITY: DEL MAR
STATE: CA
ZIP: 92014
FORMER COMPANY:
FORMER CONFORMED NAME: Graphite Bio, Inc.
DATE OF NAME CHANGE: 20210312
FORMER COMPANY:
FORMER CONFORMED NAME: Integral Medicines, Inc.
DATE OF NAME CHANGE: 20200622
4
1
wk-form4_1711413134.xml
FORM 4
X0508
4
2024-03-21
0
0001815776
LENZ Therapeutics, Inc.
LENZ
0001713795
Schimmelpennink Evert B.
C/O LENZ THERAPEUTICS, INC.
445 MARINE VIEW AVE SUITE 320
DEL MAR
CA
92014
1
1
0
0
President, CEO and Secretary
0
Stock Option (right to buy)
1.04
2024-03-21
4
A
0
387106
0
A
2031-03-07
Common Stock
387106
387106
D
Stock Option (right to buy)
5.05
2024-03-21
4
A
0
82723
0
A
2032-11-23
Common Stock
82723
82723
D
Stock Option (right to buy)
6.04
2024-03-21
4
A
0
315864
0
A
2033-06-19
Common Stock
315864
315864
D
Stock Option (right to buy)
15.05
2024-03-21
4
A
0
475000
0
A
2034-03-20
Common Stock
475000
475000
D
Stock option assumed in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of an outstanding option to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.
Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 8, 2021.
Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 6, 2023.
Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.
/s/ Evert Schimmelpennink
2024-03-25