0001209191-23-047384.txt : 20230825 0001209191-23-047384.hdr.sgml : 20230825 20230825173050 ACCESSION NUMBER: 0001209191-23-047384 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230823 FILED AS OF DATE: 20230825 DATE AS OF CHANGE: 20230825 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dupont Jakob CENTRAL INDEX KEY: 0001553335 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40881 FILM NUMBER: 231209444 MAIL ADDRESS: STREET 1: C/O ONCOMED PHARMACEUTICALS, INC. STREET 2: 800 CHESAPEAKE DRIVE CITY: REDWOOD CITY STATE: CA ZIP: 94063 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pyxis Oncology, Inc. CENTRAL INDEX KEY: 0001782223 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 831160910 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 321 HARRISON AVENUE CITY: BOSTON STATE: MA ZIP: 02118 BUSINESS PHONE: (617) 221-9059 MAIL ADDRESS: STREET 1: 321 HARRISON AVENUE CITY: BOSTON STATE: MA ZIP: 02118 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-23 0 0001782223 Pyxis Oncology, Inc. PYXS 0001553335 Dupont Jakob C/O PYXIS ONCOLOGY, INC. 321 HARRISON AVENUE BOSTON MA 02118 1 0 0 0 0 Stock Option (Right to buy) 26.61 2023-08-23 4 A 0 5879 A 2030-09-01 Common Stock 5879 5879 D Stock Option (Right to buy) 26.61 2023-08-23 4 A 0 3534 A 2031-02-12 Common Stock 3534 3534 D Stock Option (Right to buy) 15.37 2023-08-23 4 A 0 17250 A 2032-09-29 Common Stock 17250 17250 D The shares subject to this option vested in full immediately prior to the closing of the merger described in footnote 2. On May 23, 2023, the Issuer, Ascent Merger Sub Corp., a wholly-owned subsidiary of the Issuer, or the Merger Sub, and Apexigen, Inc., or Apexigen, entered into a definitive agreement for the Issuer to acquire Apexigen, or the Merger Agreement. Under the terms of the Merger Agreement, the reporting person's options to purchase shares of Apexigen Common Stock, or the Apexigen Options, that were outstanding immediately prior to the effective time of the merger were assumed by the Issuer and converted into options to acquire, on substantially similar terms and conditions, the number of shares of the Issuer Common Stock determined by multiplying the number of shares subject to the Apexigen Options by 0.1725, or the Exchange Ratio, shares of the Issuer Common Stock, rounded down to the nearest whole share, with an exercise price per share equal to the exercise price per share of such Apexigen Option divided by the Exchange Ratio, rounded up to the nearest whole cent. /s/ Pamela Connealy, Attorney-in-Fact for Jakob Dupont 2023-08-25