SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Hull Hans

(Last) (First) (Middle)
C/O PLIANT THERAPEUTICS, INC.
260 LITTLEFIELD AVENUE

(Street)
SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/02/2020
3. Issuer Name and Ticker or Trading Symbol
PLIANT THERAPEUTICS, INC. [ PLRX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Business Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 112,167 D
Common Stock 13,985 I See footnote(1)
Common Stock 13,985 I See footnote(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock (3) (3) Common Stock 5,079 (3) D
Series C Preferred Stock (4) (4) Common Stock 3,821 (4) I See footnote(5)
Stock Option (right to buy) (6) 01/23/2029 Common Stock 20,979 $2.08 D
Stock Option (right to buy) 11/15/2019 01/23/2029 Common Stock 41,958 $2.08 D
Stock Option (right to buy) (7) 03/30/2030 Common Stock 70,352 $6.22 D
Explanation of Responses:
1. The shares are held by a trust for the Reporting Person's minor child ("Child A Trust"). The Reporting Person and his spouse serve as trustees for Child A Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
2. The shares are held by a trust for the Reporting Person's minor child ("Child B Trust"). The Reporting Person and his spouse serve as trustees for Child B Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
3. Each share of Series B Preferred Stock is convertible on a 7.15-for-1 basis into Common Stock at any time at the election of the Reporting Person and will automatically convert upon the closing of the Issuer's initial public offering into the number of shares of the Issuer's Common Stock shown in column 3 without payment or further consideration. The Series B Preferred Stock has no expiration date.
4. Each share of Series C Preferred Stock is convertible on a 7.15-for-1 basis into Common Stock at any time at the election of the Reporting Person and will automatically convert upon the closing of the Issuer's initial public offering into the number of shares of the Issuer's Common Stock shown in column 3 without payment or further consideration. The Series C Preferred Stock has no expiration date.
5. Shares held by The Sloger Hull Family Trust. The Reporting Person and his spouse serve as trustees for the trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
6. 1/48th of the shares subject to such option vest and become exercisable in substantially equal installments on each monthly anniversary of January 24, 2019, subject to the Reporting Person's continuous service to the Issuer on each such date.
7. 1/48th of the shares subject to such option vest and become exercisable in substantially equal installments on each monthly anniversary of March 31, 2020 (or if there is no corresponding day in any such month, on the last day of such month), subject to the Reporting Person's continuous service to the Issuer on each such date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Anthony Franks, attorney-in-fact 06/02/2020
** Signature of Reporting Person Date
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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.