Sec Form 4 Filing - Hardie Robert D. @ Acumen Pharmaceuticals, Inc. - 2021-07-06

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
Hardie Robert D.
2. Issuer Name and Ticker or Trading Symbol
Acumen Pharmaceuticals, Inc. [ ABOS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ACUMEN PHARMACEUTICALS, INC., 427 PARK STREET
3. Date of Earliest Transaction (MM/DD/YY)
07/06/2021
(Street)
CHARLOTTESVILLE, VA22902
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 07/06/2021 C 2,950,484 A 3,040,193 I See footnote ( 2 )
Common Stock 07/06/2021 P 312,500 A $ 16 3,352,693 I See footnote ( 2 )
Common Stock 07/06/2021 C 657,985 A 657,985 I See footnote ( 3 )
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
Series A-1 Preferred Stock ( 1 ) 07/06/2021 C 1,634,515 ( 1 ) ( 1 ) Common Stock 1,634,515 $ 0 0 I See footnote ( 2 )
Series B Preferred Stock ( 1 ) 07/06/2021 C 1,315,969 ( 1 ) ( 1 ) Common Stock 1,315,969 $ 0 0 I See footnote ( 2 )
Series B Preferred Stock ( 1 ) 07/06/2021 C 657,985 ( 1 ) ( 1 ) Common Stock 657,985 $ 0 0 I See footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hardie Robert D.
C/O ACUMEN PHARMACEUTICALS, INC.
427 PARK STREET
CHARLOTTESVILLE, VA22902
X
Signatures
/s/ Katherine Denby, Attorney-in-Fact 07/08/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On July 6, 2021, each share of Series A-1 Convertible Preferred Stock and Series B Convertible Preferred Stock (collectively, the "PreferredStock") converted into Common Stock on a one-for-one basis without payment of further consideration upon closing of the initial public offering ofthe Issuer's common stock. The shares had no expiration date.
( 2 )The securities are held by The Paul B. Manning Revocable Trust dated May 10, 2000 (the "Trust"). The Reporting Person is the trustee of the Trust and has sole voting and investment power with respect to the shares held by the Trust.
( 3 )The shares are held directly by BKB Growth Investments, LLC ("BKB"). The Reporting Person is a co-manager of Tiger Lily Capital, LLC, themanager of BKB, and has shared voting and investment power with respect to the shares held by BKB.

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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