0001209191-22-061663.txt : 20221216 0001209191-22-061663.hdr.sgml : 20221216 20221216163038 ACCESSION NUMBER: 0001209191-22-061663 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221207 FILED AS OF DATE: 20221216 DATE AS OF CHANGE: 20221216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: van der Horst Edward CENTRAL INDEX KEY: 0001957499 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39980 FILM NUMBER: 221468346 MAIL ADDRESS: STREET 1: C/O SENSEI BIOTHERAPEUTICS, INC. STREET 2: 451 D STREET, SUITE 710 CITY: BOSTON STATE: MA ZIP: 02210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sensei Biotherapeutics, Inc. CENTRAL INDEX KEY: 0001829802 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 620 PROFESSIONAL DRIVE CITY: GAITHERSBURG STATE: MD ZIP: 20879 BUSINESS PHONE: (240) 243-8000 MAIL ADDRESS: STREET 1: 620 PROFESSIONAL DRIVE CITY: GAITHERSBURG STATE: MD ZIP: 20879 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2022-12-07 0 0001829802 Sensei Biotherapeutics, Inc. SNSE 0001957499 van der Horst Edward C/O SENSEI BIOTHERAPEUTICS, INC. 451 D STREET, SUITE 710 BOSTON MA 02210 0 1 0 0 Chief Scientific Officer Common Stock 21173 D Stock Option (Right to Buy) 16.32 2029-08-28 Common Stock 3125 D Stock Option (Right to Buy) 3.22 2030-08-04 Common Stock 55208 D Stock Option (Right to Buy) 19.00 2031-01-26 Common Stock 72916 D Stock Option (Right to Buy) 8.69 2031-10-30 Common Stock 20000 D Stock Option (Right to Buy) 4.30 2032-02-14 Common Stock 44000 D Represents: (1) 14,700 restricted stock units (the "RSUs"), with each RSU representing a contingent right to receive one share of the Issuer's common stock, vesting in four equal annual installments on each of February 15, 2023, February 15, 2024, February 15, 2025 and February 15, 2026, subject to the Reporting Person's continuous service with the Issuer through such vesting date; and (2) 6,473 shares purchased by the Reporting Person pursuant to the Issuer's 2021 Employee Stock Purchase Plan. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, September 3, 2021, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, February 15, 2022, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, February 4, 2023, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, October 8, 2023, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date. 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date, February 15, 2024, and 1/48th of the shares subject to the option vest monthly thereafter over 36 months, subject to Reporting Person's continuous service as of each such date. Exhibit 24 - Power of Attorney /s/ Mark Ballantyne, Attorney-in-Fact 2022-12-16 EX-24 2 poa.txt POA DOCUMENT EXHIBIT 24 POWER OF ATTORNEY (For Executing Form ID and Forms 3, 4 and 5) Know all by these presents, that the undersigned hereby constitutes and appoints each of Mark Ballantyne, Caroline Diemer and Albert Gelin of Cooley LLP, and John Celebi of Sensei Biotherapeutics Inc. (the "Company"), signing individually, the undersigned's true and lawful attorneys-in fact and agents to: (1) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission (the "SEC") a Form ID, Uniform Application for Access Codes to File on EDGAR, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any rule or regulation thereunder; (2) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the SEC Form ID and Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16(a) of the Exchange Act and the rules thereunder in the undersigned's capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of the Company; (3) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and (4) Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion. The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Form ID or Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or Cooley LLP, as applicable. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below. Date: December 7, 2022 By: /s/Edward van der Horst Name: Edward van der Horst