Sec Form 4 Filing - Machatha Stephen @ Aldeyra Therapeutics, Inc. - 2022-07-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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1. Name and Address of Reporting Person
Machatha Stephen
2. Issuer Name and Ticker or Trading Symbol
Aldeyra Therapeutics, Inc. [ ALDX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Development Officer
(Last) (First) (Middle)
C/O ALDEYRA THERAPEUTICS, INC., 131 HARTWELL AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
07/15/2022
(Street)
LEXINGTON, MA02421
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 07/15/2022 A 185,605( 1 ) A $ 0 273,263 D
Common Stock 211 I See Footnote( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Bonus Units ( 3 ) 07/15/2022 A 69,473 ( 3 ) ( 3 ) Common Stock 69,473 $ 0 69,473 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Machatha Stephen
C/O ALDEYRA THERAPEUTICS, INC.
131 HARTWELL AVENUE
LEXINGTON, MA02421
Chief Development Officer
Signatures
/s/ Stephen Machatha 07/19/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of common stock underlying a time-based restricted stock unit award (RSU). The RSU vests ratably in equal annual installments over a four-year period beginning on July 15, 2022, provided that the Reporting Person has provided continuous service to the Issuer through the applicable vesting date.
( 2 )These shares are held directly by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership over these shares for purposes of Section 16 or for any other purposes.
( 3 )Subject to and conditioned upon the acceptance by the U.S. Food and Drug Administration of the Issuer's submission of a New Drug Application for reproxalap, the bonus units vest ratably in equal annual installments over a four-year period beginning on July 15, 2022, provided that the Reporting Person has provided continuous service to the Issuer through the applicable vesting date. The Reporting Person will be entitled to receive a cash payment for each vested bonus unit, on the earlier of (i) four (4) years from the date of grant or (ii) a Change of Control of the Issuer (as defined in the grant documents), equal in value to the closing price per share of the Company's common stock on The Nasdaq Capital Market on the payment 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).

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