0000899243-21-022063.txt : 20210604
0000899243-21-022063.hdr.sgml : 20210604
20210604170026
ACCESSION NUMBER: 0000899243-21-022063
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210602
FILED AS OF DATE: 20210604
DATE AS OF CHANGE: 20210604
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Weinhoff Gregory M
CENTRAL INDEX KEY: 0001400975
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40445
FILM NUMBER: 21997194
MAIL ADDRESS:
STREET 1: C/O AXOVANT SCIENCES, INC.
STREET 2: 320 WEST 37TH STREET, 5TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10018
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Centessa Pharmaceuticals plc
CENTRAL INDEX KEY: 0001847903
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: X0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: THE DOROTHY HODGKIN BUILDING
STREET 2: BABRAHAM RESEARCH CAMPUS
CITY: BABRAHAM, CAMBRIDGE
STATE: X0
ZIP: CB22 3FH
BUSINESS PHONE: 44 (0)7767 003904
MAIL ADDRESS:
STREET 1: THE DOROTHY HODGKIN BUILDING
STREET 2: BABRAHAM RESEARCH CAMPUS
CITY: BABRAHAM, CAMBRIDGE
STATE: X0
ZIP: CB22 3FH
FORMER COMPANY:
FORMER CONFORMED NAME: Centessa Pharmaceuticals Ltd
DATE OF NAME CHANGE: 20210224
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-06-02
0
0001847903
Centessa Pharmaceuticals plc
CNTA
0001400975
Weinhoff Gregory M
C/O CENTESSA PHARMACEUTICALS PLC
3RD FL., 1 ASHLEY RD, ALTRINCHAM
CHESHIRE
X0
WA14 2DT
UNITED KINGDOM
0
1
0
0
Chief Financial Officer
Ordinary Shares
2021-06-02
4
P
0
10000
20.00
A
10000
D
Share Option (right to buy)
5.84
2021-03-04
4
A
0
958981
0.00
A
2031-03-04
Ordinary Shares
958981
958981
D
Share Option (right to buy)
5.84
2021-04-08
5
G
0
E
319660
0.00
D
2031-03-04
Ordinary Shares
319660
639321
D
Share Option (right to buy)
5.84
2021-04-08
5
G
0
E
319660
0.00
A
2031-03-04
Ordinary Shares
319660
319660
I
See footnote
The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
Pursuant to maximum allowed participation in the Directed Share Program.
On May 20, 2021, the Issuer effected a share capital reorganization, which had the effect of a one for two reverse share split of the Issuer's share capital ("Share Split"). This amount has been adjusted to give effect to the Share Split.
This transaction occurred prior to the effectiveness of the Issuer's registration under Section 12 of the Securities Exchange Act of 1934 and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3.
25% of the shares subject to such option shall vest and become exercisable on March 1, 2022 and the remaining 75% of the shares subject to such option shall vest and become exercisable in 36 monthly installments on the first day of each month thereafter.
Represented A Ordinary Shares that were redesignated as Ordinary Shares immediately prior to the closing of the initial public offering.
The Reporting Person transferred and assigned this option for no consideration to the Gregory Weinhoff 2017 Trust, a spousal lifetime access trust ("SLAT").
Held by the SLAT, of which the Reporting Person's spouse and another immediate family member are trustees. The beneficiaries of the trust are the Reporting Person's spouse and children. The Reporting Person disclaims beneficial ownership of the securities held by the SLAT.
/s/ Marella Thorell, attorney-in-fact
2021-06-04