3: Initial statement of beneficial ownership of securities
Published on April 8, 2025
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIESFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 04/04/2025 |
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)
| |||||||||||||||
| 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 | 98,758 | D |
| 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) | 02/24/2026 | Common Stock | 1,377 | 14.16 | D | |
| Stock Option (Right to Buy) | (2) | 09/26/2028 | Common Stock | 13,073 | 15 | D | |
| Stock Option (Right to Buy) | (3) | 03/18/2030 | Common Stock | 23,000 | 6.55 | D | |
| Stock Option (Right to Buy) | (4) | 03/05/2031 | Common Stock | 40,000 | 21.11 | D | |
| Stock Option (Right to Buy) | (5) | 03/04/2032 | Common Stock | 28,000 | 8.17 | D | |
| Stock Option (Right to Buy) | (6) | 03/03/2033 | Common Stock | 30,000 | 5.79 | D | |
| Stock Option (Right to Buy) | (7) | 03/05/2034 | Common Stock | 44,000 | 4.54 | D | |
| Restricted Stock Units | (8) | 03/04/2026 | Common Stock | 6,750 | (9) | D | |
| Restricted Stock Units | (10) | 03/01/2027 | Common Stock | 10,000 | (9) | D | |
| Restricted Stock Units | (11) | 03/01/2028 | Common Stock | 25,275 | (9) | D | |
| Explanation of Responses: |
| 1. The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the issuer, the award became fully vested on February 24, 2020. |
| 2. The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the issuer, the award became fully vested on September 26, 2022. |
| 3. The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the issuer, the award became fully vested on March 18, 2024. |
| 4. The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the issuer, the award became fully vested on March 5, 2025. |
| 5. The option vested or vests ratably as to approximately 2.0833% of the total award monthly, beginning on April 4, 2022, with 100% of the award being vested and exercisable on March 4, 2026, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 6. The option vested or vests ratably as to approximately 2.0833% of the total award monthly, beginning on April 1, 2023, with 100% of the award being vested and exercisable on March 1, 2027, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 7. The option vested or vests ratably as to approximately 2.0833% of the total award monthly, beginning on April 1, 2024, with 100% of the award being vested and exercisable on March 1, 2028, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 8. The award vests as to 1/4th of the total award annually beginning on March 4, 2023, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 9. Each restricted stock unit represents a contingent right to receive one (1) share of the issuer's Common Stock upon settlement |
| 10. The award vests as to 1/4th of the total award annually beginning on March 1, 2024, subject to the reporting person's provision of service to the issuer on each vesting date. |
| 11. The award vests as to 1/4th of the total award annually beginning on March 1, 2025, subject to the reporting person's provision of service to the issuer on each vesting date. |
| /s/ David Pauling | 04/08/2025 | |
| ** 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.