Sec Form 4 Filing - Keyes Jason A @ Equillium, Inc. - 2020-04-22

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

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The following is an SEC EDGAR document rendered as filed.
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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 *
Keyes Jason A
2. Issuer Name and Ticker or Trading Symbol
Equillium, Inc. [ EQ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last)
(First)
(Middle)
2223 AVENIDA DE LA PLAYA, SUITE 105
3. Date of Earliest Transaction (MM/DD/YY)
04/22/2020
(Street)
LA JOLLA, CA92037
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
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) $ 7.16 04/22/2020 D 70,000 ( 1 ) 02/12/2029 Common Stock 70,000 ( 2 ) 0 D
Stock Option (right to buy) $ 2.45 04/22/2020 A 70,000 ( 1 ) 02/12/2029 Common Stock 70,000 ( 2 ) 70,000 D
Stock Option (right to buy) $ 4.75 04/22/2020 D 90,000 ( 1 ) 12/09/2029 Common Stock 90,000 ( 3 ) 0 D
Stock Option (right to buy) $ 2.45 04/22/2020 A 90,000 ( 1 ) 12/09/2029 Common Stock 90,000 ( 3 ) 90,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Keyes Jason A
2223 AVENIDA DE LA PLAYA, SUITE 105
LA JOLLA, CA92037
Chief Financial Officer
Signatures
/s/ Jason A. Keyes 04/24/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Twenty-five percent of the shares subject to the option vests on the first anniversary of the vesting commencement date, and the remainder vests in 36 equal monthly installments thereafter for the following three years.
( 2 )Effective April 22, 2020, the Board of Directors of the Company approved an option repricing which resulted in, for purposes of Section 16 of the Exchange Act, the cancellation of this option granted to him on February 13, 2019, in exchange for a new option having a lower exercise price of $2.45 per share, which is the closing price of the Company's common stock on April 22, 2020. All of the other terms of the option remained unchanged.
( 3 )Effective April 22, 2020, the Board of Directors of the Company approved an option repricing which resulted in, for purposes of Section 16 of the Exchange Act, the cancellation of this option granted to him on December 10, 2019, in exchange for a new option having a lower exercise price of $2.45 per share, which is the closing price of the Company's common stock on April 22, 2020. All of the other terms of the option remained unchanged.

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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