Sec Form 4 Filing - McCann Corey @ Pear Therapeutics, Inc. - 2022-02-16

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
McCann Corey
2. Issuer Name and Ticker or Trading Symbol
Pear Therapeutics, Inc. [ PEAR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O PEAR THERAPEUTICS, INC., 200 STATE STREET, 13TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/16/2022
(Street)
BOSTON, MA02109
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
Class A Common Stock 8,157,565( 1 ) D
Class A Common Stock 1,685,913 I by The Corey M. McCann Irrevocable Trust of 2021( 2 )( 3 )
Class A Common Stock 986,517 I by The McCann Family Trust( 2 )( 4 )
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) $ 4.06 02/16/2022 A 210,080 ( 5 ) 02/16/2032 Common Stock 210,080 $ 0 210,080 D
Restricted Stock Units ( 6 ) 02/16/2022 A 266,667 ( 7 ) ( 7 ) Common Stock 266,667 $ 0 266,667 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McCann Corey
C/O PEAR THERAPEUTICS, INC.
200 STATE STREET, 13TH FLOOR
BOSTON, MA02109
X President and CEO
Signatures
/s/ Stacie S. Aarestad, Attorney-in-Fact 02/18/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Updated to correct error in prior Form 4 filing.
( 2 )The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, with respect to these shares, except to the extent of his pecuniary interest therein.
( 3 )Shares held in The Corey M. McCann Irrevocable Trust of 2021. The trustee of The Corey M. McCann Irrevocable Trust of 2021 is Mia E. Moll.
( 4 )Shares held in The McCann Family Trust. The trustee of The McCann Family Trust is Concord Trust Company.
( 5 )25% of the shares underlying the option shall vest on January 14, 2023 and an additional 2.0833 and 1/3% of the shares shall vest on the last day of each calendar month thereafter.
( 6 )Each restricted stock unit represents a contingent right to receive one share of PEAR common stock.
( 7 )The restricted stock units shall vest and settle as to 33% of the shares on January 14, 2023, 33% of the shares on January 14, 2024 and the final 34% on January 14, 2025.

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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