Sec Form 4 Filing - Butler John P. @ Akebia Therapeutics, Inc. - 2022-02-28

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
Butler John P.
2. Issuer Name and Ticker or Trading Symbol
Akebia Therapeutics, Inc. [ AKBA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO and President
(Last) (First) (Middle)
C/O AKEBIA THERAPEUTICS, INC., 245 FIRST STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/28/2022
(Street)
CAMBRIDGE, MA02142
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 02/28/2022 S 25,053( 1 ) D $ 2.1548 1,164,095( 2 ) D
Common Stock 02/28/2022 A 293,125( 3 ) A $ 0 1,457,220 D
Common Stock 03/01/2022 S 24,811( 4 ) D $ 2.1707 1,432,409 D
Common Stock 03/01/2022 S 25,031( 5 ) D $ 2.1707 1,407,378 D
Common Stock 03/01/2022 S 4,131( 6 ) D $ 2.1707 1,403,247 D
Common Stock 59,928 I Held by Dorothy Butler 2019 GRAT
Common Stock 100,000 I Held By Dorothy Butler GRAT November 2019
Common Stock 59,928 I Held by John Butler 2019 GRAT
Common Stock 100,000 I Held By John Butler GRAT November 2019
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
Employee Stock Option (Right to buy) $ 2.16 02/28/2022 A 739,700 ( 7 ) 02/28/2032 Common Stock 739,700 $ 0 739,700 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Butler John P.
C/O AKEBIA THERAPEUTICS, INC.
245 FIRST STREET
CAMBRIDGE, MA02142
X CEO and President
Signatures
/s/ Carolyn Rucci, attorney-in-fact for John P. Butler 03/02/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting and settlement of one-third of the reporting person's restricted stock units granted on February 26, 2021.
( 2 )Includes: (i) the 1,248 shares of common stock that were described in the amendment on Form 4/A filed by the reporting person with the SEC on February 18, 2022, (ii) 1,500 shares of the Issuer's common stock purchased on each of June 30, 2021 and December 31, 2021, each under the Issuer's 2014 Amended and Restated Employee Stock Purchase Plan, and (iii) 32,747 shares of common stock that represent a change from indirect to direct ownership of shares previously reported as beneficially owned by the reporting person.
( 3 )The restricted stock units were granted by the Issuer pursuant to its 2014 Incentive Plan, as amended. One-third of the restricted stock units will vest on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued service with the Issuer on each vesting date.
( 4 )This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting and settlement of one-third of the reporting person's restricted stock units granted on February 28, 2020.
( 5 )This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting and settlement of one-third of the reporting person's restricted stock units granted on February 28, 2019.
( 6 )This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting and settlement of one-third of the performance-based restricted stock units that were previously reported for the Reporting Person on a Form 4 filed on March 18, 2021.
( 7 )The options were granted by the Issuer pursuant to its 2014 Incentive Plan, as amended. The options will vest over four years: 25% of the options will vest on the first anniversary of the grant date with the remaining 75% vesting in equal quarterly installments thereafter, subject to the reporting person's continued service with the Issuer on each vesting date.

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