Shawver Laura Form 4 Synthorx / Laura Shawver 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^*

Shawver Laura

(Last) (First) (Middle)

C/O SYNTHORX, INC.

11099 N. TORREY PINES ROAD, SUITE 190

(Street)

LA JOLLA CA 92037

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Synthorx, Inc. [ THOR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/30/2019

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	12/30/2019		M		98,462	A	$0.93	225,320	D
Common Stock	12/30/2019		M		12,912	A	$0.93	238,232	D
Common Stock	12/30/2019		M		147,264	A	$0.63	385,496	D
Common Stock	12/30/2019		M		120,815	A	$11	506,311	D
Common Stock	12/30/2019		F		210,010	D	$70.63	296,301	D
Common Stock								25,000	I	By Laura K. Shawver Trust DTD 3/20/2000

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
Employee Stock Option (right to buy)	$0.93	12/30/2019		M			98,462	(1)	05/16/2028	Common Stock	98,462	$0.00	293,177	D
Employee Stock Option (right to buy)	$0.93	12/30/2019		M			12,912	(2)	05/16/2028	Common Stock	12,912	$0.00	0	D
Employee Stock Option (right to buy)	$0.63	12/30/2019		M			147,264	(3)	12/06/2027	Common Stock	147,264	$0.00	172,264	D
Employee Stock Option (right to buy)	$11	12/30/2019		M			120,815	(4)	12/05/2028	Common Stock	120,815	$0.00	385,185	D

Explanation of Responses:

1. 27,695 shares vest on April 12, 2019, and the remaining 363,944 shares vest in equal monthly installments thereafter over the next 36 months

2. Immediately exercisable.

3. 25% of the shares vest one year after November 27, 2017, and the balance vest in equal monthly installments thereafter over the next 36 months.

4. 33.333% of the shares vested on December 18, 2019. 66.667% of the shares subject to the option vest upon certification by the Compensation Committee of the Board of Directors of the Issuer that the Issuer has received the first approval for commercial sale by a regulatory authority of any product candidate of the Issuer in any territory in the world.

Remarks:

	/s/ Christian V. Kulen, Attorney-in-Fact	01/02/2020
	** 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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