0001209191-23-051888.txt : 20231004 0001209191-23-051888.hdr.sgml : 20231004 20231004160517 ACCESSION NUMBER: 0001209191-23-051888 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231002 FILED AS OF DATE: 20231004 DATE AS OF CHANGE: 20231004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Okazaki Jason A CENTRAL INDEX KEY: 0001807214 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35005 FILM NUMBER: 231307912 MAIL ADDRESS: STREET 1: C/O ASSEMBLY BIOSCIENCES, INC. STREET 2: 331 OYSTER POINT BLVD, FOURTH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASSEMBLY BIOSCIENCES, INC. CENTRAL INDEX KEY: 0001426800 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 331 OYSTER POINT BLVD. STREET 2: FOURTH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: (833) 409-4583 MAIL ADDRESS: STREET 1: 331 OYSTER POINT BLVD. STREET 2: FOURTH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: VENTRUS BIOSCIENCES INC DATE OF NAME CHANGE: 20080211 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-10-02 0 0001426800 ASSEMBLY BIOSCIENCES, INC. ASMB 0001807214 Okazaki Jason A C/O ASSEMBLY BIOSCIENCES, INC. 331 OYSTER POINT BLVD, FOURTH FLOOR SOUTH SAN FRANCISCO CA 94080 1 1 0 0 CEO and President 0 Common Stock 2023-10-02 4 A 0 12500 0.00 A 177286 D Common Stock 2023-10-03 4 S 0 2363 0.7953 D 174923 D Represents shares of common stock issuable under a performance-based restricted stock unit award dated August 1, 2022. On October 2, 2023, a performance-based vesting condition was achieved. These shares of common stock vest in two equal installments, assuming continuous service on each vesting date, as follows: October 2, 2023 and October 2, 2024. The sale reported on this Form 4 represents shares sold by the reporting person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by an administrative rule adopted by the Compensation Committee of the Issuer's Board of Directors that requires the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary transaction by the reporting person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.79 to $0.83, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within. /s/ John O. Gunderson, as Attorney-in-Fact 2023-10-04