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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/10/2021 |
3. Issuer Name and Ticker or Trading Symbol
Kiniksa Pharmaceuticals, Ltd. [ KNSA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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) |
Class A Common Shares | 1,539 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Share Option | (1) | 12/01/2029 | Class A Common Shares | 100,000 | $10.14 | D | |
Share Option | (2) | 03/12/2030 | Class A Common Shares | 30,000 | $15.52 | D | |
Share Option | (3) | 09/09/2030 | Class A Common Shares | 30,000 | $15.5 | D | |
Share Option | (4) | 03/15/2031 | Class A Common Shares | 23,325 | $22.89 | D | |
Restricted Share Units | (5) | (5) | Class A Common Shares | 3,888 | (6) | D | |
Restricted Share Units | (7) | (7) | Class A Common Shares | 4,867 | (6) | D | |
Restricted Share Units | (8) | (8) | Class A Common Shares | 3,240 | (6) | D |
Explanation of Responses: |
1. The option vested and became exercisable as to 25% of the total grant on the first anniversary of the vesting commencement date and vests in thirty-six equal monthly installments thereafter. The vesting commencement date is November 11, 2019. |
2. The option vested and became exercisable as to 25% of the total grant on the first anniversary of the vesting commencement date and vests in thirty-six equal monthly installments thereafter. The vesting commencement date is March 13, 2020. |
3. The option vests and becomes exercisable as to 25% of the total grant on the first anniversary of the vesting commencement date and vests in thirty-six equal monthly installments thereafter. The vesting commencement date is September 10, 2020. |
4. The option vests and becomes exercisable as to 25% of the total grant on the first anniversary of the vesting commencement date and vests in thirty-six equal monthly installments thereafter. The vesting commencement date is March 16, 2021. |
5. The Restricted Share Units (RSUs) vest over a four year period, with 25% of the RSUs vesting on each yearly anniversary of the date of grant, March 16, 2021. |
6. Each RSU represents a contingent right to receive one Class A Common Share of the Issuer. |
7. The performance criteria for these RSUs were met. The RSUs will vest in a single installment on March 20, 2022, subject to the Reporting Person's continuous employment with the Issuer or any of its subsidiaries on the vesting date; there is no expiration date for the RSUs. |
8. The performance criteria for these RSUs were met. The RSUs will vest in a single installment on March 20, 2023, subject to the Reporting Person's continuous employment with the Issuer or any of its subsidiaries on the vesting date; there is no expiration date for the RSUs. |
Remarks: |
Exhibit 24 - Power of Attorney. |
/s/ Arian Pano | 06/21/2021 | |
** 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. |