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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 01/16/2018 | M | 2,000 | (5) | (5) | Common Stock | 2,000 | $ 0 | 13,000 | D | ||||
| Employee Stock Option (Right to Buy) | $ 3.4 | 01/17/2018 | M | 198 | (6) | 04/08/2025 | Common Stock | 198 | $ 0 | 75,756 | D | ||||
| Employee Stock Option (Right to Buy) | $ 3.4 | 01/17/2018 | M | 601 | (7) | 04/08/2025 | Common Stock | 601 | $ 0 | 5,079 | D | ||||
| Employee Stock Option (Right to Buy) | $ 3.4 | 01/17/2018 | M | 601 | (8) | 04/08/2025 | Common Stock | 601 | $ 0 | 5,079 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Choi Jung C/O GLOBAL BLOOD THERAPEUTICS, INC. 171 OYSTER POINT BLVD., SUITE 300 SOUTH SAN FRANCISCO, CA 94080 |
See Remarks | |||
| Lesley Ann Calhoun, as Attorney-in-Fact | 01/18/2018 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Issuer's Common Stock. |
| (2) | Represents number of shares of Issuer's Common Stock withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 2,000 shares of Common Stock underlying the Reporting Person's RSUs. |
| (3) | This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. |
| (4) | These shares of Common Stock were subject to the Issuer's right of repurchase, which lapsed with respect to 25% of the shares on April 6, 2016 and in 12 equal quarterly installments thereafter. |
| (5) | On August 11, 2017, the Reporting Person was granted 15,000 RSUs, which vest in installments upon the achievement of specified market capitalization milestones of the Issuer on or before December 31, 2019, so long as the Reporting Person continues as an employee or other service provider of the Issuer through each vesting milestone. On January 16, 2018, one of the performance milestones was achieved, resulting in the vesting of 2,000 shares of Common Stock underlying the RSU grant. The RSUs are subject to accelerated vesting upon termination without cause or resignation for good reason after a change of control of the Issuer. |
| (6) | 25% of the shares subject to this option vested and became exercisable on April 6, 2016, and the remaining shares subject to this option shall vest and become exercisable in 12 equal quarterly installments thereafter. |
| (7) | On April 9, 2015, the Reporting Person was granted an option to purchase 37,142 shares of Common Stock under the Issuer's 2012 Stock Option and Grant Plan, the vesting of which was subject to various conditions (other than the passage of time and continued employment) that were not tied to the market price of the Issuer's securities. On March 10, 2016, one of the conditions was deemed to be achieved, resulting in the vesting and exercisability of 9,286 of the shares underlying such option. |
| (8) | On April 9, 2015, the Reporting Person was granted an option to purchase 37,142 shares of Common Stock under the Issuer's 2012 Stock Option and Grant Plan, the vesting of which was subject to various conditions (other than the passage of time and continued employment) that were not tied to the market price of the Issuer's securities. On September 29, 2016, one of the conditions was deemed to be achieved, resulting in the vesting and exercisability of 9,286 of the shares underlying such option. |
| Remarks: Chief Business and Strategy Officer | |