Sec Form 4 Filing - Ehrlich Christopher B @ eFFECTOR Therapeutics, Inc. - 2021-08-25

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
Ehrlich Christopher B
2. Issuer Name and Ticker or Trading Symbol
eFFECTOR Therapeutics, Inc. [ EFTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O EFFECTOR THERAPEUTICS, INC., 11120 ROSELLE ST SUITE A
3. Date of Earliest Transaction (MM/DD/YY)
08/25/2021
(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 08/25/2021 C 142,168 A $ 0 142,168 I By Locust Walk Partners LLC ( 1 )
Common Stock 08/25/2021 C 1,034 A $ 0 1,034 I By Locust Walk Partners LLC ( 2 )
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
Class B Common Stock ( 3 ) ( 4 ) 08/25/2021 D 132,832 ( 3 )( 4 ) ( 3 )( 4 ) Common Stock 132,832 $ 0 142,168 ( 5 ) I By Locust Walk Partners LLC ( 1 )
Class B Common Stock ( 3 ) 08/25/2021 C 142,168 ( 3 ) ( 3 ) Common Stock 142,168 ( 3 ) 0 I By Locust Walk Partners LLC ( 1 )
Class B Common Stock ( 3 ) 08/25/2021 D 966 ( 3 )( 4 ) ( 3 )( 4 ) Common Stock 966 $ 0 1,034 ( 5 ) I By Locust Walk Partners LLC( ( 2 )
Class B Common Stock ( 3 ) 08/25/2021 C 1,034 ( 3 ) ( 3 ) Common Stock 1,034 ( 3 ) 0 I By Locust Walk Partners LLC ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ehrlich Christopher B
C/O EFFECTOR THERAPEUTICS, INC.
11120 ROSELLE ST SUITE A
SAN DIEGO, CA92121
X
Signatures
/s/ Michael Byrnes, Attorney-in-Fact for Chris Ehrlich 08/25/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares held directly by the Sponsor, of which Locust Walk Partners LLC ("LWP") is a member. LWP has allocated these shares to the reportingperson.
( 2 )Represents shares held directly by the Sponsor, of which LWP is a member. LWP has allocated these shares to the reporting person's spouse.
( 3 )On August 25, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of May 26, 2021 (the "Merger Agreement"), by and among the Issuer (f/k/a Locust Walk Acquisition Corp.), Locust Walk Merger Sub, Inc. ("Merger Sub"), and eFFECTOR Therapeutics, Inc. ("Old eFFECTOR"), Merger Sub merged with and into Old eFFECTOR with Old eFFECTOR surviving as a wholly owned subsidiary of the Issuer (the "Merger"). In connection with and upon consummation of the Merger, each of the Issuer's outstanding shares of Class B Common Stock automatically converted into one share of Class A Common Stockand such shares of Class A Common Stock were automatically reclassified in shares of common stock.
( 4 )Pursuant to an agreement by and between the Issuer and Locust Walk Sponsor, LLC (the "Sponsor"), concurrent with the consummation of the Merger, theseshares of Class B Common Stock were forfeited to the Issuer immediately prior to the Merger.
( 5 )As a former principal of the manager of the Sponsor, the reporting person previously reported all securities held by the Sponsor. As of the date hereof, the reporting person is no longer a principal of the entity with control over the securities held by the Sponsor, accordingly, this report only includes securities to the extent of the reporting person's and his spouse's pecuniary interest therein.

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