Jon Faiz Kayyem Form 4 Inhibrx Biosciences / Jon Faiz Kayyem 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^*

Kayyem Jon Faiz

(Last) (First) (Middle)

C/O INHIBRX BIOSCIENCES, INC.

11025 NORTH TORREY PINES ROAD, SUITE 140

(Street)

LA JOLLA CA 92037

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Inhibrx Biosciences, Inc. [ INXB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2024

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

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	05/29/2024		A		806,075	A	(1)	806,075	I	By The Jon F. Kayyem and Paige Gates-Kayyem Family Trust(2)
Common Stock	05/29/2024		A		6,250	A	(1)	6,250	I	By Child A(3)
Common Stock	05/29/2024		A		6,250	A	(1)	6,250	I	By Child B(4)

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)	$15.86	05/30/2024(5)		A		30,000		(6)	05/30/2034	Common Stock	30,000	$0.00	30,000	D

Explanation of Responses:

1. The transactions reported herein are the result of the consummation on May 29, 2024 of the distribution by Inhibrx, Inc. of 92% of the issued and outstanding shares of common stock of its subsidiary, Inhibrx Biosciences, Inc. (the "Issuer"), to holders of shares of Inhibrx, Inc.'s common stock as of the distribution record date of May 17, 2024, on a pro rata basis, at a ratio of one share of the Company's common stock for every four shares of Inhibrx, Inc.'s issued and outstanding common stock held on the distribution record date. These transactions are voluntarily reported notwithstanding the exemption provided by Rule 16a-9.

2. These securities are directly owned by The Jon F. Kayyem and Paige Gates-Kayyem Family Trust. Jon Faiz Kayyem is the trustee of The Jon F. Kayyem and Paige Gates-Kayyem Family Trust and he disclaims beneficial ownership of these securities, except to the extent of any indirect pecuniary interest in his distributive shares therein.

3. These securities are held in a custodial account managed by the reporting person for the benefit of the reporting person's minor child, Child A. The reporting person disclaims beneficial ownership of these securities, except to the extent of any indirect pecuniary interest in his distributive shares therein.

4. These securities are held in a custodial account managed by the reporting person for the benefit of the reporting person's minor child, Child B. The reporting person disclaims beneficial ownership of these securities, except to the extent of any indirect pecuniary interest in his distributive shares therein.

5. This stock option was granted following the consummation of the merger of Inhibrx, Inc. with a wholly owned indirect subsidiary of Sanofi.

6. This stock option will be fully exercisable on May 30, 2025, subject to the reporting person?s continued service through such date.

	/s/ Kelly D. Deck, Chief Financial Officer of Inhibrx Biosciences, Inc., as attorney-in-fact	05/30/2024
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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