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^*

Teel Randy

(Last)

(First)

(Middle)

C/O ARVINAS, INC.

5 SCIENCE PARK, 395 WINCHESTER AVE.

(Street)

NEW HAVEN

06511

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/29/2024

3. Issuer Name and Ticker or Trading Symbol
ARVINAS, INC. [ ARVN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Int. Chief Financial 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	11,357	D
Common Stock	23,093⁽¹⁾	D
Common Stock	11,591⁽²⁾	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)	⁽³⁾	02/22/2034	Common Stock	34,161	$47	D
Stock Option (right to buy)	⁽⁴⁾	02/21/2033	Common Stock	38,350	$34.37	D
Stock Option (right to buy)	⁽⁵⁾	02/22/2032	Common Stock	52,400	$64.19	D
Stock Option (right to buy)	⁽⁶⁾	02/25/2031	Common Stock	37,000	$78.3	D
Stock Option (right to buy)	⁽⁷⁾	02/26/2030	Common Stock	40,000	$47.38	D
Stock Option (right to buy)	⁽⁸⁾	02/28/2029	Common Stock	46,945	$19.36	D
Stock Option (right to buy)	⁽⁹⁾	09/25/2028	Common Stock	104,605	$16	D

Explanation of Responses:

1. The restricted stock units (each, an "RSU") were granted by the issuer on February 23, 2024, pursuant to its 2018 Stock Incentive Plan (the "Plan") and each RSU represents a contingent right to receive one share of the issuer's common stock upon settlement for no consideration. The RSUs will vest over two years: 1/2 of the shares underlying the award shall vest on February 23, 2025, with the remainder of the shares vesting on February 23, 2026.

2. The RSUS were granted by the Issuer on February 22, 2023, pursuant to the Plan and each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration. The RSUs vest over four years: 1/4 of the shares underlying the award vested on February 22, 2024, with the remainder of the shares vesting in equal annual installments thereafter through February 23, 2027. The RSU amount reflects that 1,184 shares were sold to pay for taxes following the February 22, 2024 vesting.

3. The option was granted by the Issuer on February 23, 2024, pursuant to the Plan. The shares underlying the option will vest over two years: 1/2 of the shares underlying the award shall vest on February 23, 2025, with the remainder of the shares vesting on February 23, 2026.

4. The option was granted by the Issuer on February 22, 2023, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on February 22, 2024, with the remainder of the shares vesting in equal monthly installments following February 22, 2024 through February 23, 2027.

5. The option was granted by the Issuer on February 23, 2022, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on February 23, 2023, with the remainder of the shares vesting in equal monthly installments following February 23, 2023 through February 23, 2026.

6. The option was granted by the Issuer on February 26, 2021, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on February 26, 2022, with the remainder of the shares vesting in equal monthly installments following February 23, 2022 through February 23, 2025.

7. The option was granted by the Issuer on February 27, 2020, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on February 27, 2021, with the remainder of the shares vesting in equal monthly installments following February 27, 2021 through February 27, 2024.

8. The option was granted by the Issuer on March 1, 2019, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on March 1, 2020, with the remainder of the shares vesting in equal monthly installments following March 1, 2020 through March 1, 2023.

9. The option was granted by the Issuer on September 26, 2018, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on May 14, 2019, with the remainder of the shares vesting in equal monthly installments following May 14, 2019 through May 14, 2022.

Remarks:

	/s/ Jared Freedberg, as attorney-in-fact for Randy Teel	03/19/2024
	** 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.
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