0001209191-23-056181.txt : 20231120 0001209191-23-056181.hdr.sgml : 20231120 20231120205559 ACCESSION NUMBER: 0001209191-23-056181 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231116 FILED AS OF DATE: 20231120 DATE AS OF CHANGE: 20231120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newton Charles W. CENTRAL INDEX KEY: 0001866219 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40502 FILM NUMBER: 231424248 MAIL ADDRESS: STREET 1: 46 FREDRICK AVENUE CITY: ATHERTON STATE: CA ZIP: 94027 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Lyell Immunopharma, Inc. CENTRAL INDEX KEY: 0001806952 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 833006753 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 HASKINS WAY CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650 695-0677 MAIL ADDRESS: STREET 1: 201 HASKINS WAY CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-11-16 0 0001806952 Lyell Immunopharma, Inc. LYEL 0001866219 Newton Charles W. C/O LYELL IMMUNOPHARMA, INC. 201 HASKINS WAY SOUTH SAN FRANCISCO CA 94080 0 1 0 0 Chief Financial Officer 0 Common Stock 8729 D Stock Option (right to buy) 1.87 2023-11-16 4 A 0 3612000 A 2031-02-04 Common Stock 3612000 3612000 D Stock Option (right to buy) 6.24 2023-11-16 4 D 0 3612000 D 2031-02-04 Common Stock 3612000 0 D Stock Option (right to buy) 1.87 2023-11-16 4 A 0 190000 A 2031-02-04 Common Stock 190000 190000 D Stock Option (right to buy) 6.24 2023-11-16 4 D 0 190000 D 2031-02-04 Common Stock 190000 0 D Stock Option (right to buy) 1.87 2023-11-16 4 A 0 516000 A 2031-02-04 Common Stock 516000 516000 D Stock Option (right to buy) 6.24 2023-11-16 4 D 0 516000 D 2031-02-04 Common Stock 516000 0 D Stock Option (right to buy) 1.87 2023-11-16 4 A 0 500000 A 2032-03-15 Common Stock 500000 500000 D Stock Option (right to buy) 5.98 2023-11-16 4 D 0 500000 D 2032-03-15 Common Stock 500000 0 D Includes 2,941 shares acquired on May 18, 2022, 5,787 shares acquired on May 18, 2023 and 1 share acquired on November 17, 2023 under the Issuer's 2021 Employee Stock Purchase Plan. 2,483,250 shares were vested as of November 16, 2023 and the remaining unvested shares will vest in equal monthly installments over the following twenty-seven months based on the original vesting commencement date. The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") effective on November 16, 2023 (the "Repricing Date"). The Option Repricing applies to options with exercise prices greater than $2.37 per share held by all continuing employees of the Issuer as of the Repricing Date. Pursuant to the Option Repricing, the exercise price of the repriced options, including the Option, has been amended to reduce the exercise price to $1.87 per share, the closing price of the Issuer's common stock on the Repricing Date. However, if an employee exercises a repriced option before the end of a retention period of one year (subject to earlier termination in certain circumstances), such employee will be required to pay the original exercise price per share of such repriced option. In addition, the vesting schedule for the unvested shares underlying repriced options held by executive officers, including the reporting person, was extended for an additional year. There is no change to the expiration dates of or number of shares underlying the repriced options. 1/4 of the option shares vested on February 5, 2022, with the remaining option shares vesting in equal monthly installments over the following thirty-six months. 130,625 shares were vested as of November 16, 2023 and the remaining unvested shares will vest in equal monthly installments over the following twenty-seven months based on the original vesting commencement date. 311,750 shares were vested as of November 16, 2023 and the remaining unvested shares will vest in equal monthly installments over the following thirty-one months based on the original vesting commencement date. 1/48th of the total shares vest in equal monthly installments over the forty-eight months following June 16, 2021. 218,750 shares were vested as of November 16, 2023 and the remaining unvested shares will vest in equal monthly installments over the following thirty-nine months based on the original vesting commencement date. 12.5% of the option shares vested on August 9, 2022, with the remaining option shares to vest in equal monthly installments over the following forty-two months. /s/ Hector Casab, as Attorney-in-Fact 2023-11-20