Sec Form 4 Filing - Ostertag Eric @ Poseida Therapeutics, Inc. - 2022-02-01

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
Ostertag Eric
2. Issuer Name and Ticker or Trading Symbol
Poseida Therapeutics, Inc. [ PSTX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last) (First) (Middle)
C/O POSEIDA THERAPEUTICS, INC., 9390 TOWNE CENTRE DRIVE, STE 200
3. Date of Earliest Transaction (MM/DD/YY)
02/01/2022
(Street)
SAN DIEGO, CA92121
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 12/30/2021 G V 93,955 D $ 0 603,467 D
Common Stock 12/30/2021 G V 48,902 D $ 0 580,292 I See footnote( 1 )
Common Stock 02/01/2022 A( 2 ) 89,500 A $ 0 692,967 D
Common Stock 3,659,503 I See footnote( 3 )
Common Stock 3,358,455 I See footnote( 4 )
Common Stock 961,445 I See footnote( 5 )
Common Stock 160,696 I See footnote( 6 )
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) $ 4.75 02/01/2022 A 118,708 ( 7 ) 01/31/2032 Common Stock 118,708 $ 0 118,708 D
Employee Stock Option (Right to Buy) $ 5.23( 8 ) 02/01/2022 A 10,792 ( 7 ) 01/31/2027 Common Stock 10,792 $ 0 10,792 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ostertag Eric
C/O POSEIDA THERAPEUTICS, INC.
9390 TOWNE CENTRE DRIVE, STE 200
SAN DIEGO, CA92121
X X Executive Chairman
Signatures
/s/ Harry J. Leonhardt, Attorney-in-Fact 02/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares are held in the name of Twin Prime Investments, an entity wholly owned by the reporting person.
( 2 )Represents shares issuable upon the vesting of restricted stock units granted pursuant to the Issuer's Equity Incentive Plan. The RSUs are scheduled to vest in two equal annual installments.
( 3 )The shares are held in the name of the Eric Ostertag Living Trust dated March 30, 2016, of which the reporting person is the sole trustee.
( 4 )The shares are held in the name of Titan, LLC, which is owned by the Ostertag Descendents' Trust, of which the reporting person's minor daughter is the sole beneficiary. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
( 5 )The shares are held in the name of the Ostertag Family Trust dated March 30, 2016, of which the reporting person is a trustee.
( 6 )The shares are held in the name of Transposagen Biopharmaceuticals, Inc., of which Dr. Ostertag is a majority stockholder.
( 7 )25% of the shares subject to the stock option will vest and become exercisable on the six-month anniversary of the grant date listed in column 3 above, and the remaining shares will vest in 18 equal monthly installments thereafter.
( 8 )The exercise price of the incentive stock option is equal to 110% of the fair market value of the Issuer's common stock on the date of grant, due to the reporting person's status as the beneficial owner of 10% or more of the Issuer's common stock on the grant date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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