Scott Requadt Form 3 Talaris Therapeutics / Scott Requadt ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Requadt Scott

(Last) (First) (Middle)

C/O TALARIS THERAPEUTICS, INC.

570 S. PRESTON STREET

(Street)

LOUISVILLE KY 40202

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/06/2021

3. Issuer Name and Ticker or Trading Symbol
Talaris Therapeutics, Inc. [ TALS ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	449,766	D
Common Stock	449,766	I	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(2)	08/20/2030	Common Stock	118,782	3.9	D
Stock Option (Right to Buy)	(3)	10/02/2030	Common Stock	577,736	5.72	D

Explanation of Responses:

1. These shares are held by Requadt Family Limited Partnership. The reporting person has voting and dispositive power over the shares beneficially owned by Requadt Family Limited Partnership.

2. The shares underlying this option shall vest in 48 equal monthly installments following August 20, 2020, subject to the reporting person's continuous service.

3. The shares underlying this option shall vest in 48 equal monthly installments following October 2, 2020, subject to the reporting person's continuous service.

Remarks:

President and Chief Executive Officer Exhibit 24: Power of Attorney

	/s/ Mary Kay Fenton, attorney-in-fact	05/06/2021
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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