Sec Form 4 Filing - Forster Eliot @ F-star Therapeutics, Inc. - 2022-07-29

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 Forster Eliot 2. Issuer Name and Ticker or Trading Symbol F-star Therapeutics, Inc. [ FSTX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) C/O F-STAR THERAPEUTICS, INC., EDDEVA B920, BABRAHAM RESEARCH CAMPUS 3. Date of Earliest Transaction (MM/DD/YY) 07/29/2022 (Street) CAMBRIDGE, X0CB22 3AT 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 07/29/2022 M 260,977( 1 ) A $ 0.11( 2 ) 421,537( 3 ) D

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 Stock Option (right to buy) $ 0.11( 2 ) 07/29/2022 M 32,602 ( 4 ) 10/01/2028 Common Stock 32,602 $ 0 0 D Stock Option (right to buy) $ 0.11( 2 ) 07/29/2022 M 228,375 ( 5 ) 07/01/2030 Common Stock 228,375 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Forster Eliot C/O F-STAR THERAPEUTICS, INC. EDDEVA B920, BABRAHAM RESEARCH CAMPUS CAMBRIDGE, X0CB22 3AT X President and CEO Signatures /s/ Darlene Deptula-Hicks, Attorney-in-fact 08/02/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Report is reporting the exempt exercise of employee stock options for cash payment thereof and receipt of the resulting shares. No shares were sold incidental to the exercise of these stock options. ( 2 )This exercise price was originally reported incorrectly as $0.08 per share due to a conversion rate error from Pound Sterling into U.S. Dollars. Using the August 2022 approximate exchange rate of 1.2211, the exercise price in U.S. Dollars would be approximately $0.11 per share. ( 3 )Includes 142,000 RSUs previously reported. Each RSU represents a contingent right to receive one share of the Issuer's common stock. ( 4 )So long as Participant remains continuously a Service Provider 28% of the total number of Shares under Award shall vest on the first anniversary of the Vesting Commencement Date, October 1, 2018, and 2% of the total number of Shares under Award shall vest monthly thereafter. ( 5 )Twenty-five per cent (25%) of the total number of Shares under Award shall vest on the first anniversary of the Vesting Commencement Date, July 1, 2020, and two and one twelfth per cent (2.083%) of the total number of Shares under Award shall vest monthly thereafter, provided in each case that the Participant remains a Service Provider continuously from the Vesting Commencement Date to the relevant 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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