MiNK Therapeutics (INKT) Form 3 MiNK Therapeutics / GARO H ARMEN 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^*

ARMEN GARO H

(Last) (First) (Middle)

149 FIFTH AVENUE, SUITE 500

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/13/2021

3. Issuer Name and Ticker or Trading Symbol
MiNK Therapeutics, Inc. [ INKT ]

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

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

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	2,226,400	D

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)	(1)	11/19/2028	Common Stock	27,830	0.02	D
Stock Option (Right to Buy)	(2)	11/19/2028	Common Stock	27,830	0.02	D
Stock Option (Right to Buy)	(3)	01/30/2030	Common Stock	695,750	0.01	D
Stock Option (Right to Buy)	(4)	02/11/2021	Common Stock	834,900	3.03	D

Explanation of Responses:

1. Represents an option to purchase shares of the common stock, which vests as to 30% of the underlying shares on November 19, 2021 and as to the remaining 70% of the underlying shares on November 19, 2022, in each case, generally subject to continued employment.

2. Represents an option to purchase shares of the common stock, which vests on or about December 31, 2022, as to a portion of the underlying shares as determined by the achievement of certain milestones between January 1, 2019 and December 31, 2022, with 20% vesting upon achievement of five milestones, and an additional 5% vesting for each.

3. Represents an option to purchase shares of the common stock, which vested as to 33% of the underlying shares on January 30, 2021, and with respect to the remainder, in eight equal quarterly installments thereafter, in each case, generally subject to continued employment.

4. Represents an option to purchase shares of the common stock, which vests as to 33% of the underlying shares on February 11, 2022, and with respect to the remainder, in eight equal quarterly installments thereafter, in each case, generally subject to continued employment.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Christine Klaskin, attorney-in-fact	10/20/2021
	** 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).
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