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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/02/2020 |
3. Issuer Name and Ticker or Trading Symbol
PLIANT THERAPEUTICS, INC. [ PLRX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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) |
Common Stock | 48,840 | D | |
Common Stock | 448,920 | I | See footnote(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock | (2) | (2) | Common Stock | 25,397 | (2) | I | See footnote(1) |
Stock Option (right to buy) | (3) | 01/23/2029 | Common Stock | 343,380 | $2.08 | D | |
Stock Option (right to buy) | (4) | 03/30/2030 | Common Stock | 376,723 | $6.22 | D |
Explanation of Responses: |
1. Shares held by The Coulie/Leyman Family Trust. The Reporting Person and his spouse serve as trustees for the trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
2. Each share of Series B Preferred Stock is convertible on a 7.15-for-1 basis into Common Stock at any time at the election of the Reporting Person and will automatically convert upon the closing of the Issuer's initial public offering into the number of shares of the Issuer's Common Stock shown in column 3 without payment or further consideration. The Series B Preferred Stock has no expiration date. |
3. As of the date of this filing, 82,308 shares subject to the option are vested and exercisable. The remaining 261,072 shares subject to such option vest and become exercisable in substantially equal installments on the 24th of each month until January 24,2023, subject to the Reporting Person's continuous service to the Issuer on each such date. |
4. As of the date of this filing, 15,109 shares subject to the option are vested and exercisable. The remaining 361,614 shares subject to such option vest and become exercisable in substantially equal installments on the 31st day of each month (or if there is no corresponding day in any such month, on the last day of such month) until March 31, 2024, subject to the Reporting Person's continuous service to the Issuer on each such date. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ Anthony Franks, attorney-in-fact | 06/02/2020 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |