James M Frates Form 4/A Amylyx Pharmaceuticals / JAMES M FRATES ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

FRATES JAMES M

(Last) (First) (Middle)

C/O AMYLYX PHARMACEUTICALS, INC.

43 THORNDIKE STREET

(Street)

CAMBRIDGE MA 02141

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Amylyx Pharmaceuticals, Inc. [ AMLX ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/20/2023

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/16/2023		M(1)(2)		32,500	A	$6.88	66,509(1)	D
Common Stock	03/16/2023		S(2)		30,796	D	$31.8593(3)	35,713(1)	D
Common Stock	03/16/2023		S(2)		1,704	D	$32.4649(4)	34,009(1)	D
Common Stock	03/16/2023		A		21,667(5)	A	$0.00	55,676(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$32.08	03/16/2023		A		97,500		(6)	03/16/2033	Common Stock	97,500	$0.00	97,500	D
Stock Option (right to buy)	$6.88	03/16/2023		M(1)(2)			32,500	(7)	01/25/2031	Common Stock	32,500	$0.00	414,500	D

Explanation of Responses:

1. On March 16, 2023, the Reporting Person filed a Form 4 (the "Original Form 4") which inadvertently omitted the exercise of 32,500 options by the Reporting Person. The Original Form 4 reported the sale of shares of Common Stock of the Issuer ("Common Stock") underlying those options, pursuant to a Rule 10b5-1 trading plan. This Form 4 amendment is being filed for the purpose of amending and restating the Original Form 4 solely to report the exercise of the stock options and the resulting increase in beneficial ownership of Common Stock. The Reporting Person has not sold any additional shares of Common Stock beyond those sales reported in the Original Form 4.

2. These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted on November 15, 2022.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $31.33 to $32.30. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request.

4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $32.33 to $32.93. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request.

5. The reported transaction involves the Reporting Person's receipt of a restricted stock unit award (a "RSU"). The RSU shall vest in 4 equal annual installments, with the first installment vesting on the first day of the month of the one year anniversary of the date of grant, subject to the Reporting Person's continued service to the Issuer through such vesting date.

6. 1/4 of the shares subject to the option shall vest and become exercisable on the first day of the month of the one year anniversary of the date of grant, and the remaining shares shall vest monthly over the remaining 36 months, subject to the Reporting Person's continuous service to the Issuer through such vesting date.

7. 113,024 shares underlying this option vested on January 25, 2022, with the remaining shares vesting in monthly installments of 9,416 shares thereafter.

Remarks:

Exhibit List: Exhibit 24. This signed and dated Power of Attorney is being filed to replace the Power of Attorney exhibit submitted with the Form 3 filed on January 6, 2022.

	/s/ Joshua B. Cohen, as Attorney in Fact	03/24/2023
	** 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 4 (b)(v).
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