Yen Kristen Form 4 SOLENO THERAPEUTICS / Kristen Yen 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^*

Yen Kristen

(Last) (First) (Middle)

203 REDWOOD SHORES PKWY, STE 500

(Street)

REDWOOD CITY CA 94065

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SOLENO THERAPEUTICS INC [ SLNO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/10/2016

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

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)	$120.75(1)	01/10/2016		A		666(1)		(2)	01/10/2026	Common Stock	666(1)	$0.00	666(1)	D
Employee stock option (right to buy)	$44.25(1)	04/19/2017		A		1,741(1)		(3)	04/19/2027	Common Stock	1,741(1)	$0.00	1,741(1)	D
Employee stock option (right to buy)	$24(4)	02/07/2018		A		5,000(4)		(5)	02/07/2028	Common Stock	5,000(4)	$0.00	5,000(4)	D

Explanation of Responses:

1. The per share exercise price and number of shares subject to the option reflect the 1-for-5 reverse stock split effected October 15, 2017 and the 1-for-15 reverse stock split effected August 26, 2022.

2. One forty-eighth (1/48) of the shares subject to the Option shall vest on the first month anniversary of January 10, 2016 (the "Vesting Commencement Date"), and one forty-eighth (1/48) of the total number of shares subject to the Option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date, such that all of the shares subject to the Option will have vested as of the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person continuing to be a Service Provider through each such date.

3. Twenty-five percent (25%) of the shares subject to the Option shall vest on April 19, 2017 (the "Grant Date") and one forty-eighth (1/48) of the remaining shares subject to the Option shall vest each month thereafter on the same day of the month as the Grant Date, such that all of the shares subject to the Option will have vested as of the fourth anniversary of the Grant Date, subject to the Reporting Person continuing to be a Service Provider through each such date.

4. The per share exercise price and number of shares subject to the option reflect the 1-for-15 reverse stock split effected August 26, 2022.

5. One forty-eighth (1/48) of the shares subject to the Option shall vest on the first month anniversary of February 7, 2018 (the "Vesting Commencement Date"), and one forty-eighth (1/48) of the total number of shares subject to the Option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date, such that all of the shares subject to the Option will have vested as of the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person continuing to be a Service Provider through each such date.

Remarks:

Officer title: Vice President, Clinical Operations

	/s/ Anish Bhatnagar, Attorney-in-Fact	10/14/2022
	** 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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