0001415889-24-003743.txt : 20240214 0001415889-24-003743.hdr.sgml : 20240214 20240214163025 ACCESSION NUMBER: 0001415889-24-003743 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240212 FILED AS OF DATE: 20240214 DATE AS OF CHANGE: 20240214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rossi Michael J CENTRAL INDEX KEY: 0001948795 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38650 FILM NUMBER: 24639057 MAIL ADDRESS: STREET 1: 230 PARK AVENUE STREET 2: SUITE 3350 CITY: NEW YORK STATE: NY ZIP: 10169 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Y-mAbs Therapeutics, Inc. CENTRAL INDEX KEY: 0001722964 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 474619612 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 230 PARK AVENUE STREET 2: SUITE 3350 CITY: NEW YORK STATE: NY ZIP: 10169 BUSINESS PHONE: 212-847-9841 MAIL ADDRESS: STREET 1: 230 PARK AVENUE STREET 2: SUITE 3350 CITY: NEW YORK STATE: NY ZIP: 10169 4 1 form4-02142024_040201.xml X0508 4 2024-02-12 0001722964 Y-mAbs Therapeutics, Inc. YMAB 0001948795 Rossi Michael J C/O Y-MABS THERAPEUTICS, INC. 230 PARK AVENUE, SUITE 3350 NEW YORK NY 10169 true true false false PRESIDENT & CEO 0 Common Stock 2024-02-12 4 A 0 35700 0 A 35700 D Employee Stock Option (right to buy) 14.36 2024-02-12 4 A 0 214200 0 A 2034-02-12 Common Stock 214200 214200 D Restricted Stock Units 2024-02-12 4 A 0 54000 0 A Common Stock 54000 54000 D Represents 35,750 restricted stock units ("RSUs") granted to the Reporting Person pursuant to the 2018 Equity Incentive Plan of Y-mAbs Therapeutics, Inc. Each RSU represents a contingent right to receive one share of Common Stock on the vesting dates of the RSU. The RSUs vest by 1/3 on each of February 12, 2025, February 12, 2026 and February 12, 2027 subject to the continuing employment of the Reporting Person through each vesting date. Stock options granted to the Reporting Person pursuant to the 2018 Equity Incentive Plan of Y-mAbs Therapeutics, Inc. The stock options shall vest and become exercisable as to 25% of the shares subject to the option on February 12, 2025, and thereafter vest and become exercisable as to 1/48th of the shares in equal monthly installments, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person through each vesting date. Performance-Based RSUs ("PRSUs") granted to the Reporting Person pursuant to the 2018 Equity Incentive Plan of Y-mAbs Therapeutics, Inc. Each PRSU represents a contingent right to receive one share of Common Stock on the vesting dates of the PRSU. 1/3 of the PRSUs vest on each of February 12, 2025, February 12, 2026 and February 12, 2027, in each case, if the average closing price per share of the Issuer's common stock over the preceding 30 trading day period is greater or equal to $10.00 per share, subject to the continuing employment of the Reporting Person through each vesting date. Exhibit 24 - Power Of Attorney /s/ Michael J. Rossi 2024-02-14 EX-24 2 ex24-02142024_040212.htm ex24-02142024_040212.htm

POWER OF ATTORNEY


(For Executing Form ID and Forms 3, 4 and 5 and Schedules 13D and 13G)


Know all by these presents, that the undersigned hereby constitutes and appoints John LaRocca and Bo Kruse of Y-mAbs Therapeutics, Inc. (the “Company”), signing individually, the undersigned’s true and lawful attorneys-in-fact and agents to:


(1)

Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the the Securities and Exchange Commission (the “SEC”) Form ID and Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 13 or Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules thereunder in the undersigned’s capacity as a beneficial owner of a registered class of securities of the Company;


(2)

Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form ID and Forms 3, 4 or 5, Schedules 13D and 13G (including amendments thereto and joint filing agreements in connection therewith) and Forms 144, and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and


(3)

Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.


The undersigned hereby grants to each such attorneyinfact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorneyinfact, or such attorneyinfact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act and Rule 144 thereunder.


This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Form ID or Forms 3, 4 and 5 or Schedules 13D or 13G with respect to the undersigned’s holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in-fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company.  


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.



Date: February 14, 2024

By: /s/ Michael J. Rossi

Name: Michael J. Rossi