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 |
|
|||||||||||||||
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*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Kiniksa Pharmaceuticals, Ltd. [ KNSA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 06/30/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | ||||||
Class A Common Share | 06/30/2020 | A(1) | 641 | A | $9.51 | 1,778 | D | |||
Class A Common Share | 12/31/2020 | A(2) | 405 | A | $15.02 | 2,183 | D | |||
Class A Common Share | 07/15/2021 | A(3) | 588 | A | $11.49 | 2,771 | D | |||
Class A Common Share | 01/15/2022 | A(4) | 653 | A | $9.63 | 3,424 | D | |||
Class A Common Share | 03/16/2022 | M | 775 | A | (5) | 4,199 | D | |||
Class A Common Share | 03/16/2022 | F | 269 | D | $10.13 | 3,930 | 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 Share Unit | (5) | 03/16/2022 | M | 775 | (6) | (6) | Class A Common Share | 775 | $0 | 2,323 | D |
Explanation of Responses: |
1. The reporting person is voluntarily reporting the acquisition of these shares pursuant to the Issuer's 2018 Employee Share Purchase Plan for the purchase period of January 1, 2020 to June 30, 2020. The acquisition of such shares was exempt pursuant to Rule 16b-3(c). |
2. The reporting person is voluntarily reporting the acquisition of these shares pursuant to the Issuer's 2018 Employee Share Purchase Plan for the purchase period of July 1, 2020 to December 31, 2020. The acquisition of such shares was exempt pursuant to Rule 16b-3(c). |
3. The reporting person is voluntarily reporting the acquisition of these shares pursuant to the Issuer's 2018 Employee Share Purchase Plan for the purchase period of January 1, 2021 to July 15, 2021. The acquisition of such shares was exempt pursuant to Rule 16b-3(c). |
4. The reporting person is voluntarily reporting the acquisition of these shares pursuant to the Issuer's 2018 Employee Share Purchase Plan for the purchase period of July 16, 2021 to January 15, 2022. The acquisition of such shares was exempt pursuant to Rule 16b-3(c). |
5. Each Restricted Share Unit (RSU) represents a contingent right to receive one Class A Common Share of the Issuer. |
6. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the date of grant, March 16, 2021. |
/s/ Madelyn Zeylikman, Attorney-in-Fact for Michael Megna | 03/18/2022 | |
** 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). | ||
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. |