Whittemore Tingley Form 3 Tenaya Therapeutics / Whittemore Tingley 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^*

Tingley Whittemore

(Last) (First) (Middle)

C/O TENAYA THERAPEUTICS, INC.

171 OYSTER POINT BLVD., 5TH FLR

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/29/2021

3. Issuer Name and Ticker or Trading Symbol
Tenaya Therapeutics, Inc. [ TNYA ]

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

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

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)

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)	12/09/2028	Common Stock	75,000	0.78	D
Stock Option (Right to Buy)	(2)	01/18/2031	Common Stock	25,000	5.64	D
Stock Option (Right to Buy)	(3)	06/16/2031	Common Stock	108,333	9.36	D

Explanation of Responses:

1. 1/4th of the shares subject to the option granted on December 10, 2018 became vested and exercisable as of December 7, 2018 and 1/48th of the shares subject to the option shall vest monthly thereafter, provided that the Reporting Person remains a service provider to the issuer on each such vest date.

2. 1/48th of the shares subject to the option granted on January 19, 2021 became vested and exercisable as of January 19, 2021 and 1/48th of the shares subject to the option shall vest monthly thereafter, provided that the Reporting Person remains a service provider to the issuer on each such vest date.

3. 1/48th of the shares subject to the option granted on June 17,2021 became vested and exercisable as of July 17, 2021 and 1/48th of the shares subject to the option shall vest monthly thereafter, provided that the Reporting Person remains a service provider to the issuer on each such vest date.

Remarks:

Date set forth above represents the effective date of the Issuer's initial public offering.

	/s/ Leone Patterson Attorney-in-Fact for Whittemore Tingley	07/29/2021
	** 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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