Concert Pharmaceuticals (CNCE) Form 4 CONCERT PHARMACEUTICALS / RICHARD ALDRICH 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^*

ALDRICH RICHARD

(Last) (First) (Middle)

C/O CONCERT PHARMACEUTICALS, INC.

65 HAYDEN AVENUE, SUITE 3000N

(Street)

LEXINGTON MA 02421

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CONCERT PHARMACEUTICALS, INC. [ CNCE ]

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)
06/09/2022

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	06/09/2022		A		16,400(1)	A	(2)	358,500	D
Common Stock								210,526	I	By Richard H. Aldrich 2018 Revocable Trust(3)
Common Stock								44,351	I	By Little Eagles, LLC(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)(5)	$5	06/09/2022		A		22,410		(6)	06/08/2032	Common Stock	22,410	$0.00	22,410	D

Explanation of Responses:

1. Represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock of the Issuer. These RSUs vest in full on the earlier of (i) June 9, 2023 and (ii) the date that is one business day prior to the date of the Issuer's next annual meeting of stockholders. The amount listed represents the maximum number of shares of Common Stock of the Issuer that may be delivered pursuant to the grant.

2. Not applicable.

3. Shares held by the Richard H. Aldrich 2018 Revocable Trust. Mr. Aldrich is the sole trustee of the Richard H. Aldrich 2018 Revocable Trust. Mr. Aldrich disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

4. Shares held by Little Eagles, LLC. The owners of Little Eagles, LLC are the Richard H. Aldrich Irrevocable Trust of 2011 and trusts established for the benefit of Mr. Aldrich's minor children. The trustees of the Richard H. Aldrich Irrevocable Trust of 2011 are Mr. Aldrich's spouse, Nichole A. Aldrich, and Mr. Aldrich's brother, Caleb F. Aldrich. The beneficiaries of the Richard H. Aldrich Irrevocable Trust of 2011 are Mr. Aldrich's minor children. Mr. Aldrich disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

5. This option was granted based on Mr. Aldrich's election to receive his annual cash compensation in the form of a stock option.

6. The shares underlying this option vest in equal quarterly installments over a one-year period through June 9, 2023, provided that such option shall vest in full on the date that is one business day prior to the date of the Issuer's next annual meeting of stockholders (if earlier than June 9, 2023).

Remarks:

	/s/ Jeffrey A. Munsie, attorney-in-fact	06/13/2022
	** 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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