President, CEO, and Chairman Sommadossi Jean-Pierre was granted 99,517 shares, covered exercise/tax liability with 88,601 shares and converted options into 173,467 shares, increasing direct ownership by 158% to 300,940 units (SEC Form 4)
$AVIR
Biotechnology: Pharmaceutical Preparations
Health Care
| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Atea Pharmaceuticals, Inc. [ AVIR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/31/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 01/31/2025 | M | 173,467 | A | (1) | 290,024 | D | |||
| Common Stock | 01/31/2025 | A | 99,517 | A | (2) | 389,541 | D | |||
| Common Stock | 01/31/2025 | F | 88,601 | D | $3.06 | 300,940 | D | |||
| Common Stock | 5,866,025 | I | Held by JPM Partners LLC | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 01/31/2025 | M | 173,467 | (3) | (3) | Common Stock | 173,467 | $0 | 173,466 | D | ||||
| Restricted Stock Units | (1) | 01/31/2025 | A | 99,518 | (4) | (4) | Common Stock | 99,518 | $0 | 99,518 | D | ||||
| Stock Option (Right to Buy) | $3.06 | 01/31/2025 | A | 440,000 | (5) | 01/30/2035 | Common Stock | 440,000 | $0 | 440,000 | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. |
| 2. Reflects shares received upon the satisfaction of performance criteria and time-vesting requirements associated with previously granted performance restricted stock units ("PSUs"). |
| 3. The original grant of 520,400 RSUs vested or will vest in three (3) equal annual installments on the first three anniversaries of January 31, 2023 such that the RSUs are fully vested on January 31, 2026. |
| 4. Reflects RSUs following the satisfaction of performance criteria of previously granted PSUs. The RSUs will vest on January 31, 2026, subject to the Reporting Person's continued service with the Issuer. |
| 5. The option vests and becomes exercisable in forty-eight (48) equal monthly installments following January 31, 2025 such that the option is fully vested on January 31, 2029. |
| /s/ Andrea Corcoran, as Attorney-in-Fact for Jean-Pierre Sommadossi | 02/04/2025 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||