Sec Form 4 Filing - NIVEN RALPH @ Aerovate Therapeutics, Inc. - 2022-09-06

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 NIVEN RALPH 2. Issuer Name and Ticker or Trading Symbol Aerovate Therapeutics, Inc. [ AVTE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Scientific Officer (Last) (First) (Middle) C/O AEROVATE THERAPEUTICS, INC., 930 WINTER STREET, SUITE M-500 3. Date of Earliest Transaction (MM/DD/YY) 09/06/2022 (Street) WALTHAM,, MA02451 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 09/06/2022 M( 1 ) 650 A $ 1.74 2,259 D Common Stock 09/06/2022 M( 1 ) 1,600 A $ 2.14 3,859 D Common Stock 09/06/2022 S( 1 ) 2,250 D $ 19 1,609 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) $ 1.74 09/06/2022 M( 1 ) 450 ( 2 ) 09/03/2030 Common Stock 450 $ 0 23,208 D Stock Option (Right to Buy) $ 1.74 09/06/2022 M( 1 ) 200 ( 3 ) 09/03/2030 Common Stock 200 $ 0 14,088 D Stock Option (Right to Buy) $ 2.14 09/06/2022 M( 1 ) 200 ( 4 ) 04/01/2031 Common Stock 200 $ 0 15,894 D Stock Option (Right to Buy) $ 2.14 09/06/2022 M( 1 ) 650 ( 5 ) 04/01/2031 Common Stock 650 $ 0 48,608 D Stock Option (Right to Buy) $ 2.14 09/06/2022 M( 1 ) 750 ( 6 ) 04/01/2031 Common Stock 750 $ 0 58,232 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other NIVEN RALPH C/O AEROVATE THERAPEUTICS, INC. 930 WINTER STREET, SUITE M-500 WALTHAM,, MA02451 Chief Scientific Officer Signatures /s/ George A. Eldridge, Attorney-in-Fact 09/07/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 6, 2022. ( 2 )A total of 24,108 shares subject to an employee stock option were granted on September 4, 2020, with 25% of this option vested on August 1, 2021, and the remainder vesting in 36 substantially equal monthly installments thereafter. ( 3 )A total of 14,488 shares subject to an employee stock option were granted on September 4, 2020, with 25% of this option vested on June 1, 2021, and the remainder vesting in 36 substantially equal monthly installments thereafter. ( 4 )A total of 16,294 shares subject to an employee stock option were granted on April 2, 2021, with options vesting in 48 equal monthly installments, with the first installment vested on May 2, 2021. ( 5 )A total of 49,908 shares subject to an employee stock option were granted on April 2, 2021, with options vesting in 48 equal monthly installments, with the first installment vested on July 4, 2021. ( 6 )A total of 59,732 shares subject to an employee stock option were granted on April 2, 2021, with options vesting in 48 equal monthly installments, with the first installment vested on July 4, 2021.

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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