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*
Campbell David Alan

(Last) (First) (Middle)
C/O JANUX THERAPEUTICS, INC.
11099 N. TORREY PINES ROAD, SUITE 290

(Street)
LA JOLLA CA 92037

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/10/2021
3. Issuer Name and Ticker or Trading Symbol
Janux Therapeutics, Inc. [ JANX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive 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 332,054 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (1) 01/15/2030 Common Stock 64,050 $0.11 D
Stock Option (right to buy) (2) 08/31/2030 Common Stock 448,350 $0.594 D
Stock Option (right to buy) (3) 03/09/2031 Common Stock 704,550 $4.208 D
Stock Option (right to buy) (4) 05/13/2031 Common Stock 727,608 $10.586 D
Explanation of Responses:
1. 1/4th of the shares vest one year after January 16, 2020 (the "Vesting Commencement Date"); the balance of the shares vest in a series of 36 successive equal monthly installments measured from the first anniversary of the Vesting Commencement Date. The shares subject to this option are early exercisable, subject to the Issuer's right of repurchase.
2. 1/4th of the shares vest one year after June 30, 2020 (the "Vesting Commencement Date"); the balance of the shares vest in a series of 36 successive equal monthly installments measured from the first anniversary of the Vesting Commencement Date. The shares subject to this option are early exercisable, subject to the Issuer's right of repurchase.
3. 1/4th of the shares vest one year after March 10,2021 (the "Vesting Commencement Date"); the balance of the shares vest in a series of 36 successive equal monthly installments measured from the first anniversary of the Vesting Commencement Date. The shares subject to this option are early exercisable, subject to the Issuer's right of repurchase.
4. 1/4th of the shares vest one year after May 14, 2021 (the "Vesting Commencement Date"); the balance of the shares vest in a series of 36 successive equal monthly installments measured from the first anniversary of the Vesting Commencement Date. The shares subject to this option are early exercisable, subject to the Issuer's right of repurchase.
Remarks:
/s/ David Campbell 06/10/2021
** 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.