Sec Form 4 Filing - Prime Movers Lab Fund I LP @ Vaxxinity, Inc. - 2022-09-06

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
Prime Movers Lab Fund I LP
2. Issuer Name and Ticker or Trading Symbol
Vaxxinity, Inc. [ VAXX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
P.O. BOX 12829,
3. Date of Earliest Transaction (MM/DD/YY)
09/06/2022
(Street)
JACKSON, WY83002
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 09/06/2022 S 5,947 D $ 2.4029( 7 ) 2,226,965 I Held by COVAXX PML SPV 1 LP( 1 )( 6 )
Class A Common Stock 09/06/2022 S 2,234 D $ 2.4029( 7 ) 836,499 I Held by COVAXX PML SPV 2 LP( 2 )( 6 )
Class A Common Stock 09/06/2022 S 3,934 D $ 2.4029( 7 ) 1,473,100 I Held by COVAXX PML SPV 3 LP( 3 )( 6 )
Class A Common Stock 09/06/2022 S 25,243 D $ 2.4029( 7 ) 9,451,674 D( 5 )( 6 )
Class A Common Stock 3,615,038 I Held by Prime Movers Growth Fund 1 LP( 4 )( 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Prime Movers Lab Fund I LP
P.O. BOX 12829
JACKSON, WY83002
X
Sloss Dakin
C/O PRIME MOVERS LAB FUND I LP
P.O. BOX 12829
JACKSON, WY83002
X
Signatures
Prime Movers Lab Fund I LP /s/ Taylor Frankel, Authorized Person 09/08/2022
Signature of Reporting Person Date
Dakin Sloss /s/ Taylor Frankel, Attorney-in-fact 09/08/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Held by COVAXX PML SPV 1 LP ("PML SPV 1"). Prime Movers Lab GP I LLC ("PML GP I") is the general partner of Prime Movers Lab Fund I LP ("PML") and PML SPV 1.
( 2 )Held by COVAXX PML SPV 2 LP ("PML SPV 2"). Prime Movers Lab GP II LLC ("PML GP II") is the general partner of PML SPV 2.
( 3 )Held by COVAXX PML SPV 3 LP ("PML SPV 3"). PML GP II is the general partner of PML SPV 3.
( 4 )Held by Prime Movers Growth Fund 1 LP ("PMG"). Prime Movers Growth GP I LLC ("PMG GP") is the general partner of PMG.
( 5 )Held by PML. PML GP I is the general partner of PML.
( 6 )Dakin Sloss is the manager of PML GP I, PML GP II and PMG GP, and may be deemed to beneficially own the securities held by PML, PMG, PML SPV 1, PML SPV 2 and PML SPV 3. Mr. Sloss disclaims any beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein.
( 7 )The price of $2.4029 per share represents a weighted average of purchase prices ranging from $2.40 to $2.42 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.

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).
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