| 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
IMMUNE DESIGN CORP. [ IMDZ ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/17/2018 | ||||||||||||||||||||||||||
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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 | ||||||
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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 | ||||||||
| Stock Option (Rt to Buy) | $31 | 07/17/2018 | D | 2,493 | (1) | 01/07/2025 | Common Stock | 2,493 | (2) | 0 | D | ||||
| Stock Option (Rt to Buy) | $4.4 | 07/17/2018 | A | 1,247 | (3) | 07/17/2025 | Common Stock | 1,247 | (2) | 1,247 | D | ||||
| Stock Option (Rt to Buy) | $31 | 07/17/2018 | D | 22,507 | (1) | 01/07/2025 | Common Stock | 22,507 | (4) | 0 | D | ||||
| Stock Option (Rt to Buy) | $4.4 | 07/17/2018 | A | 11,254 | (3) | 07/17/2025 | Common Stock | 11,254 | (4) | 11,254 | D | ||||
| Stock Option (Rt to Buy) | $19.39 | 07/17/2018 | D | 5,574 | (5) | 01/04/2026 | Common Stock | 5,574 | (6) | 0 | D | ||||
| Stock Option (rt to Buy) | $4.4 | 07/17/2018 | A | 3,186 | (3) | 07/17/2025 | Common Stock | 3,186 | (6) | 3,186 | D | ||||
| Stock Option (Rt to Buy) | $19.39 | 07/17/2018 | D | 54,426 | (5) | 01/04/2026 | Common Stock | 54,426 | (7) | 0 | D | ||||
| Stock Option (Rt to Buy) | $4.4 | 07/17/2018 | A | 31,101 | (3) | 07/17/2025 | Common Stock | 31,101 | (7) | 31,101 | D | ||||
| Explanation of Responses: |
| 1. The option provided for vesting of 1/4th of the shares underlying the option on January 1, 2016 and the remainder of the shares at a rate of 1/36th per month thereafter. |
| 2. On July 17, 2018, the issuer canceled, pursuant to the issuer's option exchange program, an option for 2,493 shares of the issuer's common stock granted to the reporting person on January 7, 2015. In exchange, the reporting person received a replacement option, for 1,247 shares, having an exercise price of $4.40 per share. |
| 3. The option vests in twenty four (24) equal consecutive monthly installments beginning on August 17, 2018. |
| 4. On July 17, 2018, the issuer canceled, pursuant to the issuer's option exchange program, an option for 22,507 shares of the issuer's common stock granted to the reporting person on January 7, 2015. In exchange, the reporting person received a replacement option, for 11,254 shares, having an exercise price of $4.40 per share. |
| 5. The option provided for vesting of 1/4th of the shares underlying the option on January 4, 2017 and the remainder of the shares underlying the option at a rate of 1/36th per month thereafter. |
| 6. On July 17, 2018, the issuer canceled, pursuant to the issuer's option exchange program, an option for 5,574 shares of the issuer's common stock granted to the reporting person on January 4, 2016. In exchange, the reporting person received a replacement option, for 3,186 shares, having an exercise price of $4.40 per share. |
| 7. On July 17, 2018, the issuer canceled, pursuant to the issuer's option exchange program, an option for 54,426 shares of the issuer's common stock granted to the reporting person on January 4, 2016. In exchange, the reporting person received a replacement option, for 31,101 shares, having an exercise price of $4.40 per share. |
| Remarks: |
| /s/ Stephen R. Brady, Attorney-In-Fact | 07/19/2018 | |
| ** 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. | ||