UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (Right to Buy) | Â (1) | 04/06/2021 | Common Stock | 169,014 | $ 2.35 | D | Â |
Restricted Stock Unit | Â (2) | Â (3) | Common Stock | 3,409 | $ (3) | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Trost Timothy W. C/O CHIMERIX, INC. 2505 MERIDIAN PKY, SUITE 340 DURHAM, NC 27713 |
 |  |  Sr. Vice President and CFO |  |
/s/ Timothy W. Trost | 04/10/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | In accordance with its terms, the option is immediately exercisable in full; however, the shares underlying the option are subject to vesting as follows: 1/4th of the shares vest one year after July 26, 2010; the remainder of the shares vest in equal monthly installments thereafter over the next three years. Any shares issued upon exercise of unvested options are subject to a repurchase right in favor of the Issuer if Mr. Trost does not satisfy the option's vesting requirements. |
(2) | All of the shares subject to the Restricted Stock Unit ("RSU") shall become immediately vested upon the earlier of (i) a Change in Control (as defined in the 2012 Equity Incentive Plan (the "Plan")) and (ii) the effective date of a registration statement of the Issuer filed under the Securities Act (as defined in the Plan) for the sale of the Issuer's Common Stock (either event described in (i) or (ii), a "Vesting Event"), subject to Mr. Trost's Continuous Service (as defined in the Plan) with the Issuer as of the Vesting Event. If a Vesting Event has not occurred at the time of the Mr. Trost's termination of Continuous Service, then the RSU shall terminate in its entirety immediately as of such termination date. |
(3) | Not applicable. |