SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Etherington Robert Dee

(Last)

(First)

(Middle)

6550 SOUTH MILLROCK DRIVE

SUITE G50

(Street)

SALT LAKE CITY

84121

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Clene Inc. [ CLNN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2024

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/29/2024		M		27,320	A	$3	30,149⁽¹⁾	D
Common Stock								636⁽²⁾	I	By LLC⁽³⁾
Common Stock								1,250⁽⁴⁾	I	By trust⁽⁵⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to buy)	$3⁽⁶⁾	07/29/2024		M		27,320⁽⁶⁾		07/31/2014	07/30/2024	Common Stock	27,320	$0.00	27,319	D

Explanation of Responses:

1. On July 11, 2024, the common stock of Clene Inc. underwent a 1-for-20 reverse stock split, resulting in the reporting person's ownership in the previously disclosed 56,593 shares of common stock being reduced to 2,829 shares.

2. On July 11, 2024, the common stock of Clene Inc. underwent a 1-for-20 reverse stock split, resulting in the reporting person's stock beneficial ownership in the previously disclosed 12,717 shares of common stock indirectly owned being reduced to 636 shares.

3. The securities are owned by RDE RX Ventures LLC. Mr. Etherington is the manager of RDE RX Ventures LLC. The shares owned by RDE RX Ventures LLC may also be deemed to be beneficially owned by Mr. Etherington.

4. On July 11, 2024, the common stock of Clene Inc. underwent a 1-for-20 reverse stock split, resulting in the reporting person's beneficial ownership in the previously disclosed 25,000 shares of common stock indirectly owned being reduced to 1,250.

5. The securities are owned by the Etherington Revocable Trust. Mr. Etherington is the co-trustee of the Etherington Revocable Trust. The shares owned by the Etherington Revocable Trust may be deemed to be beneficially owned by Mr. Etherington.

6. On July 11, 2024, the common stock of Clene Inc. underwent a 1-for-20 reverse stock split, resulting in the reporting person's stock option grant of 1,092,777 options to purchase common stock being reduced to 54,639 options. The exercise option price for these options was increased from $0.15 per share to $3.00 per share.

Remarks:

	/s/ Jerry Miraglia POA	07/30/2024
	** 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 4 (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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