SEC FORM 3

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^*

Matushansky Igor

(Last)

(First)

(Middle)

C/O HOOKIPA PHARMA INC.

350 FIFTH AVENUE, 72ND FLOOR, SUITE 7240

(Street)

NEW YORK

10118

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/17/2019

3. Issuer Name and Ticker or Trading Symbol
HOOKIPA Pharma Inc. [ HOOK ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Medical 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	28,583	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Option (Right to Buy)	⁽¹⁾	12/31/2016	Common Stock	72,687	$0.1	D
Stock Option (Right to Buy)	⁽²⁾	12/31/2016	Common Stock	45,466	$0.1	D
Stock Option (Right to Buy)	⁽³⁾	12/31/2016	Common Stock	13,634	$0.1	D
Stock Option (Right to Buy)	⁽⁴⁾	12/31/2016	Common Stock	44,243	$10.33	D

Explanation of Responses:

1. 25% of this option vested and became exercisable on March 1, 2018, with the remainder vesting in 12 equal quarterly installments thereafter. This option was initially for 129,214 shares and the Reporting Person has exercised his option to purchase 56,527 shares.

2. 25% of this option vested and became exercisable on January 1, 2019, with the remainder vesting in 12 equal quarterly installments thereafter.

3. 25% of this option shall vest and become exercisable on January 1, 2020, with the remainder vesting in 12 equal quarterly installments thereafter.

4. 25% of this option shall vest and become exercisable on October 1, 2019, with the remainder vesting in 12 equal quarterly installments thereafter.

Remarks:

Exhibit 24.1: Power of Attorney

	/s/ Igor Matushansky	04/17/2019
	** 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.