| 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)
| 2. Date of Event Requiring Statement (Month/Day/Year) 08/09/2021 | 3. Issuer Name and Ticker or Trading Symbol SUTRO BIOPHARMA, INC. [ STRO ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
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 Stock | 7,270 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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) | 05/20/2025 | Common Stock | 27,834 | 11.98 | D | |
| Stock Option (right to buy) | (1) | 09/27/2025 | Common Stock | 4,854 | 11.98 | D | |
| Stock Option (right to buy) | (2) | 09/25/2028 | Common Stock | 107,438 | 15 | D | |
| Stock Option (right to buy) | (3) | 01/28/2029 | Common Stock | 15,625 | 10.45 | D | |
| Stock Option (right to buy) | (4) | 01/28/2030 | Common Stock | 30,000 | 10.09 | D | |
| Stock Option (right to buy) | (5) | 03/04/2031 | Common Stock | 45,000 | 21.11 | D | |
| Stock Option (right to buy) | (6) | 07/11/2031 | Common Stock | 12,500 | 18.12 | D | |
| Restricted Stock Unit (RSU) | (7) | 09/26/2022 | Common Stock | 5,969 | (8) | D | |
| Restricted Stock Unit (RSU) | (9) | 01/29/2024 | Common Stock | 7,500 | (8) | D | |
| Restricted Stock Unit (RSU) | (10) | 03/05/2025 | Common Stock | 22,000 | (8) | D | |
| Restricted Stock Unit (RSU) | (11) | 07/12/2025 | Common Stock | 13,000 | (8) | D | |
| Explanation of Responses: |
| 1. The option is fully vested and exercisable. |
| 2. The option vests as to 2.0833% of the total shares monthly, beginning on October 26, 2018, with 100% of the total shares vested and exercisable on September 26, 2022, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 3. The option vests as to 2.0833% of the total shares monthly, beginning on February 28, 2019, with 100% of the total shares vested and exercisable on January 29, 2023, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 4. The option vests as to 2.0833% of the total shares monthly, beginning on February 29, 2020, with 100% of the total shares vested and exercisable on January 29, 2024, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 5. The option vests as to 2.0833% of the total shares monthly, beginning on April 5, 2021, with 100% of the total shares vested and exercisable on March 5, 2025, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 6. The option vests as to 2.0833% of the total shares monthly, beginning on August 12, 2021, with 100% of the total shares vested and exercisable on July 12, 2025, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 7. The RSUs vest as to 1/3rd of the total shares annually beginning on September 26, 2019, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 8. Each RSU represents a contingent right to receive one (1) share of the issuer's Common Stock upon settlement. |
| 9. The RSUs vest as to 1/4th of the total shares annually beginning on January 29, 2021, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 10. The RSUs vest as to 1/4th of the total shares annually beginning on March 5, 2022, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 11. The RSUs vest as to 1/4th of the total shares annually beginning on July 12, 2022, subject to the reporting person's provision of service to the issuer on each vesting date. |
| Remarks: |
| Exhibit 24.1 - Power of Attorney |
| /s/ Edward C. Albini as attorney-in-fact | 08/11/2021 | |
| ** 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). | ||
| 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. | ||
