Chin Mark Form 4 Harpoon Therapeutics / Mark Chin 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^*

Chin Mark

(Last) (First) (Middle)

C/O HARPOON THERAPEUTICS, INC.

4000 SHORELINE COURT, SUITE 250

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Harpoon Therapeutics, Inc. [ HARP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/09/2018

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	02/12/2019		C		1,720,698	A	(1)	1,720,698	I	By Arix Bioscience Holdings Limited(2)
Common Stock	02/12/2019		C		742,850	A	(1)	2,463,548	I	By Arix Bioscience Holdings Limited(2)
Common Stock	02/12/2019		P		428,571	A	$14	2,892,119	I	By Arix Bioscience Holdings Limited(2)

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
Series C Preferred Stock	(1)	11/09/2018		P(3)		742,850		(1)	(1)	Common Stock	742,850	(1)	742,850	I	By Arix Bioscience Holdings Limited(2)
Director Stock Option (Right to Buy)	$2.12	12/19/2018		A(3)		20,335		(4)	12/19/2028	Common Stock	20,335	$0.00	20,335	D
Series B Preferred Stock	(1)	02/12/2019		C			1,720,698	(1)	(1)	Common Stock	1,720,698	(1)	0	I	By Arix Bioscience Holdings Limited(2)
Series C Preferred Stock	(1)	02/12/2019		C			742,850	(1)	(1)	Common Stock	742,850	(1)	0	I	By Arix Bioscience Holdings Limited(2)

Explanation of Responses:

1. All series of convertible preferred stock automatically converted into shares of the Issuer's common stock on a 1-for-1 basis, for no additional consideration, upon the closing of the Issuer's initial public offering.

2. The Reporting Person is an Investment Director for Arix Bioscience plc, the parent company of Arix Bioscience Holdings Limited.

3. Reflects a transaction with the Issuer prior to its Section 12 registration which occurred within 6 months of the post-registration transaction reported on this Form 4.

4. The stock option vests in three annual installments starting on December 19, 2019, until such time as the option is 100% vested, subject to the continuing service of the Reporting Person on each vesting date.

Remarks:

	/s/ Mark Chin by Winston Macaraeg, Attorney-in-Fact	02/14/2019
	** 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).
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