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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 05/23/2024 |
3. Issuer Name and Ticker or Trading Symbol
CRISPR Therapeutics AG [ CRSP ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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 Shares | 3,111 | D | |
| Common Shares | 7,088 | I | By Julianne Bruno 2022 GRAT(1) |
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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) | 05/01/2029 | Common Shares | 10,000 | 38.82 | D | |
| Stock Option (Right to Buy) | (3) | 10/22/2029 | Common Shares | 2,200 | 39 | D | |
| Stock Option (Right to Buy) | (4) | 03/10/2030 | Common Shares | 3,105 | 44.67 | D | |
| Stock Option (Right to Buy) | (5) | 10/05/2030 | Common Shares | 1,800 | 86.75 | D | |
| Stock Option (Right to Buy) | (6) | 03/11/2031 | Common Shares | 4,719 | 133.88 | D | |
| Stock Option (Right to Buy) | (7) | 10/15/2031 | Common Shares | 1,966 | 97 | D | |
| Stock Option (Right to Buy) | (8) | 02/18/2032 | Common Shares | 6,000 | 58.29 | D | |
| Stock Option (Right to Buy) | (9) | 10/07/2032 | Common Shares | 4,000 | 61.65 | D | |
| Stock Option (Right to Buy) | (10) | 03/10/2033 | Common Shares | 15,333 | 43.22 | D | |
| Stock Option (Right to Buy) | (11) | 10/13/2033 | Common Shares | 10,000 | 44.31 | D | |
| Stock Option (Right to Buy) | (12) | 03/20/2034 | Common Shares | 20,000 | 72.94 | D | |
| Restricted Stock Units | (13) | (13) | Common Shares | 435 | (14) | D | |
| Restricted Stock Units | (15) | (15) | Common Shares | 7,000 | (14) | D | |
| Restricted Stock Units | (16) | (16) | Common Shares | 1,300 | (14) | D | |
| Restricted Stock Units | (17) | (17) | Common Shares | 8,500 | (14) | D | |
| Restricted Stock Units | (18) | (18) | Common Shares | 7,195 | (14) | D | |
| Restricted Stock Units | (19) | (19) | Common Shares | 20,000 | (14) | D | |
| Restricted Stock Units | (20) | (20) | Common Shares | 15,000 | (14) | D | |
| Explanation of Responses: |
| 1. Shares held by Julianne Bruno 2022 GRAT, a grantor retained annuity trust of which the Reporting Person's spouse serves as trustee. The Reporting Person disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein, if any. |
| 2. This option was granted on May 1, 2019 with respect to 10,000 Common Shares. 25% of the shares vested on May 1, 2020, with the remaining shares vested in 36 equal monthly installments thereafter. |
| 3. This option was granted on October 22, 2019 with respect to 2,200 Common Shares. 100% of the shares vested in 48 equal monthly installments, with the first installment vested on November 22, 2019. |
| 4. This option was granted on March 10, 2020 with respect to 3,105 Common Shares. 100% of the shares vested in 48 equal monthly installments, with the first installment vested on April 10, 2020. |
| 5. This option was granted on October 5, 2020 with respect to 1,800 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on November 5, 2020. |
| 6. This option was granted on March 11, 2021 with respect to 4,719 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on April 11, 2021. |
| 7. This option was granted on October 15, 2021 with respect to 1,966 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on November 15, 2021. |
| 8. This option was granted on February 18, 2022 with respect to 6,000 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on March 18, 2022. |
| 9. This option was granted on October 7, 2022 with respect to 4,000 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on November 7, 2022. |
| 10. This option was granted on March 10, 2023 with respect to 15,333 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on April 10, 2023. |
| 11. This option was granted on October 13, 2023 with respect to 10,000 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on November 13, 2023. |
| 12. This option was granted on March 20, 2024 with respect to 20,000 Common Shares. 100% of the shares vest in 48 equal monthly installments, with the first installment vested on April 20, 2024. |
| 13. This restricted stock unit award was granted on March 11, 2021 with respect to 1,740 Common Shares, with (i) one quarter of the shares vesting on March 11, 2022, (ii) one quarter of the shares vesting on March 11, 2023, (iii) one quarter of the shares vesting on March 11, 2024, and (iv) one quarter of the shares vesting on March 11, 2025. |
| 14. Each restricted stock unit represents a contingent right to receive one share of CRSP Common Shares. |
| 15. This restricted stock unit award was granted on December 14, 2021 with respect to 7,000 Common Shares, with 100% of the shares vesting on June 20, 2024. |
| 16. This restricted stock unit award was granted on February 18, 2022 with respect to 2,600 Common Shares, with (i) one quarter of the shares vesting on February 18, 2023, (ii) one quarter of the shares vesting on February 18, 2024, (iii) one quarter of the shares vesting on February 18, 2025, and (iv) one quarter of the shares vesting on February 18, 2026. |
| 17. This restricted stock unit award was granted on December 22, 2022 with respect to 8,500 Common Shares, with 100% of the shares vesting on June 22, 2025. |
| 18. This restricted stock unit award was granted on March 10, 2023 with respect to 9,593 Common Shares, with (i) one quarter of the shares vesting on March 10, 2024, (ii) one quarter of the shares vesting on March 10, 2025, (iii) one quarter of the shares vesting on March 10, 2026, and (iv) one quarter of the shares vesting on March 10, 2027. |
| 19. This restricted stock unit award was granted on September 15, 2023 with respect to 20,000 Common Shares, with 100% of the shares vesting on September 15, 2025. |
| 20. This restricted stock unit award was granted on March 20, 2024 with respect to 15,000 Common Shares, with (i) one quarter of the shares vesting on March 20, 2025, (ii) one quarter of the shares vesting on March 20, 2026, (iii) one quarter of the shares vesting on March 20, 2027, and (iv) one quarter of the shares vesting on March 20, 2028. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Julianne Bruno | 05/23/2024 | |
| ** 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 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. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||