Clene (CLNN) Form 4 Clene / Mark Mortenson 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^*

Mortenson Mark

(Last) (First) (Middle)

6550 SOUTH MILLROCK DRIVE

SUITE G50

(Street)

SALT LAKE CITY UT 84121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Clene Inc. [ CLNN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/07/2024

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
Stock Options (Right to buy)	$0.37	06/07/2024		A		2,000,000		(1)	06/06/2034	Common Stock	2,000,000	$0.00	2,000,000	D
Stock Options (Right to buy)	$0.37	06/07/2024		A		800,000		(2)	06/06/2034	Common Stock	800,000	$0.00	800,000	D

Explanation of Responses:

1. This option was granted on June 7, 2024 as an option for 2,000,000 shares of Common Stock under the Clene Inc. Amended 2020 Stock Plan at an exercise price of $0.37 per share. The options vest with respect to the first 33.3% of such shares if Clene Inc. has an NDA accepted by the FDA, an additional 33.3% of such shares if Clene Inc. has an NDA approved by the FDA, and the remaining 33.4% of such shares if Clene Inc. achieves $100,000,000 in revenues in connection with the sales of any approved drugs.

2. This option was granted on June 7, 2024 as an option for 800,000 shares of Common Stock under the Clene Inc. Amended 2020 Stock Plan at an exercise price of $0.37 per share. The options vest with respect to the first 25% of such shares on June 7, 2025 and then in 36 equal installments of Common Stock on the 7th day of each calendar month, beginning July 7, 2025, until such shares are fully vested

Remarks:

	/s/ Jerry Miraglia POA	06/10/2024
	** 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 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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