Fresh Tracks Therapeutics (FRTX) Form 4 Fresh Tracks Therapeutics / Andrew D Sklawer 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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X

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^*

Sklawer Andrew D

(Last) (First) (Middle)

C/O FRESH TRACKS THERAPEUTICS, INC.

2000 CENTRAL AVENUE, SUITE 100

(Street)

BOULDER CO 80301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fresh Tracks Therapeutics, Inc. [ FRTX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2023

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
Common Stock	10/02/2023		M		55,000(1)	A	(2)	60,102(3)(4)	D
Common Stock	10/02/2023		F		20,833(5)	D	$0.9798	39,269	D

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
Restricted Stock Units	(2)	10/02/2023		M			55,000	(6)	(6)	Common Stock	55,000	$0	0	D

Explanation of Responses:

1. The restricted stock units were granted on January 24, 2023 and were subject to accelerated vesting as of the date of the reporting person's termination pursuant to his employment agreement with the issuer.

2. Each restricted stock unit converted into common stock on a one-for-one basis.

3. On July 5, 2022, the registrant effected a 1-for-45 reverse stock split ("Reverse Stock Split") of its common stock. The number of shares beneficially owned has been adjusted to give effect to the Reverse Stock Split.

4. This balance includes 2,333 shares purchased under the Fresh Tracks Therapeutics, Inc. Employee Stock Purchase Plan that were not previously reported.

5. Represents shares withheld by the issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

6. The restricted stock units vested in full on October 2, 2023.

Remarks:

	/s/ Christine G. Long, Attorney-in-Fact for Andrew Sklawer (power of attorney previously filed)	10/04/2023
	** 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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