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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/27/2017 | 3. Issuer Name and Ticker or Trading Symbol CymaBay Therapeutics, Inc. [ CBAY ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
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) |
| 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 | ||||
| Stock Option (right to buy) | (1) | 01/21/2024 | Common Stock | 19,459 | 5 | D | |
| Stock Option (right to buy) | (1) | 01/06/2025 | Common Stock | 7,000 | 10 | D | |
| Stock Option (right to buy) | (1) | 01/25/2026 | Common Stock | 8,500 | 1.06 | D | |
| Stock Option (right to buy) | (2) | 07/24/2026 | Common Stock | 1,545 | 1.82 | D | |
| Stock Option (right to buy) | (1) | 01/18/2027 | Common Stock | 15,000 | 1.72 | D | |
| Stock Appreciation Right | (3) | 01/21/2024 | Common Stock | 6,486 | 5 | D | |
| Explanation of Responses: |
| 1. The shares subject to the option shall become vested and exercisable according to the following schedule: 25% of the shares subject to the option shall vest on the first anniversary of the grant date, and the remaining shares shall vest in equal monthly installments over the next 36 months. |
| 2. The shares subject to the option shall become vested and exercisable according to the following schedule: 25% of the shares subject to the option shall vest on July 22, 2017, and the remaining shares shall vest in equal monthly installments over the next 36 months. |
| 3. This incentive award (the "Award") was granted under the Issuer's 2013 Equity Incentive Plan and can be settled in cash or shares of the Issuer's common stock, at the sole discretion of the Issuer. The shares subject to the Award shall vest in 48 equal monthly installments from the grant date. |
| Remarks: |
| /s/ Daniel Menold | 05/05/2017 | |
| ** 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. | ||