Sec Form 3 Filing - Yao Zhengbin @ ArriVent Biopharma, Inc. - 2024-01-25

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Yao Zhengbin
2. Issuer Name and Ticker or Trading Symbol
ArriVent Biopharma, Inc. [ AVBP]
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 ARRIVENT BIOPHARMA, INC., 18 CAMPUS BOULEVARD, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
01/25/2024
(Street)
NEWTOWN SQUARE, PA19073
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 218,661 ( 1 ) I Held by ArriMed BioPharma, LLC ( 2 )
Common Stock 394,477 ( 1 ) I Held by The MAKS Yao Trust ( 3 )
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 (r ight to buy) $ 2.28 ( 5 ) ( 4 ) 09/07/2031 Common Stock 105,193 ( 5 ) D
Stock Option (right to buy) $ 2.28 ( 5 ) ( 6 ) 01/31/2032 Common Stock 103,878 ( 5 ) D
Stock Option (right to buy) $ 2.28 ( 5 ) ( 6 ) 01/31/2032 Common Stock 141,353 ( 5 ) D
Stock Option (right to buy) $ 3.65 ( 5 ) ( 7 ) 01/31/2033 Common Stock 141,353 ( 5 ) D
Stock Option (right to buy) $ 7.76 ( 5 ) ( 8 ) 12/31/2033 Common Stock 264,574 ( 5 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Yao Zhengbin
C/O ARRIVENT BIOPHARMA, INC.
18 CAMPUS BOULEVARD, SUITE 100
NEWTOWN SQUARE, PA19073
X President and CEO
Signatures
/s/ James Kastenmayer, Attorney-in-Fact for Zhengbin Yao 01/25/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the 15.21-for-1 reverse stock split of the Issuer's common stock effected on January 23, 2024 in connection with the Issuer's initial public offering.
( 2 )Dr. Yao has sole voting power and investment control over the common stock held by ArriMed BioPharma, LLC. Dr. Yao disclaims beneficial ownership of the securities held by the trust except to the extent of his pecuniary interest therein, if any.
( 3 )Robin LaChapelle, Chief Operating Officer of the Issuer, is the Trustee of The MAKS Yao Trust and may be deemed to have shared voting and investment power over the shares held by The MAKS Yao Trust. Members of the Reporting Person's immediate family are the beneficiaries of such trust. The Reporting Person disclaims beneficial ownership of the securities held by The MAKS Yao Trust except to the extent of his pecuniary interest therein, if any.
( 4 )The shares underlying this option vested as to 25% on September 8, 2022, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
( 5 )Reflects the 15.21-for-1 reverse stock split of the Issuer's common stock effected on January 23, 2024 in connection with the Issuer's initial public offering, pursuant to which (i) the number of shares of common stock underlying the option was divided by 15.21 and (ii) the exercise price of the option was multiplied by 15.21.
( 6 )The shares underlying this option vested as to 25% on February 1, 2023, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
( 7 )The shares underlying this option vest as to 25% on February 1, 2024, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.
( 8 )The shares underlying this option vest as to 25% on January 1, 2025, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date.

Remarks:
Exhibit 24.1 - Power of Attorney

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