Eterna Therapeutics (ERNA) Form 4 Brooklyn ImmunoTherapeutics / Roger Sidhu 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^*

Sidhu Roger

(Last) (First) (Middle)

C/O BROOKLYN IMMUNOTHERAPEUTICS, INC.

140 58TH STREET, BUILDING A, SUITE 2100

(Street)

BROOKLYN NY 11220

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Brooklyn ImmunoTherapeutics, Inc. [ BTX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/20/2021

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 Option	$9.96	09/20/2021		A		161,300		(1)	09/20/2031	Common Stock	161,300	$0	161,300	D
Restricted Stock Unit	(2)	09/20/2021		A		80,650		(3)	09/20/2031	Common Stock	80,650	$0	80,650	D

Explanation of Responses:

1. The option vests and becomes exercisable over four years, with twenty-five percent of the shares covered thereby vesting on September 20, 2022, and 1/36 of the remaining shares covered thereby vesting on the twentieth day of each calendar month from October 2022 through September 20, 2025, subject to continued service through each vesting date.

2. Each restricted stock unit represents a contingent right to receive one share of common stock.

3. The RSU Grant vests and becomes exercisable in four equal installments on September 20 of each of 2022, 2023, 2024 and 2025, provided that it shall vest in full immediately prior to a change in control (as defined in Dr. Sidhu's Executive Employment Agreement, effective September 20, 2021), subject to continued service through each vesting date.

Remarks:

Chief Medical Officer

	/s/Bella Zaslavsky, Attorney-in-Fact for Roger Sidhu	09/22/2021
	** 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 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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