Sec Form 4 Filing - Evans Elizabeth E. @ VACCINEX, INC. - 2024-03-20

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Evans Elizabeth E.
2. Issuer Name and Ticker or Trading Symbol
VACCINEX, INC. [ VCNX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
C/O VACCINEX, INC., 1895 MOUNT HOPE AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
03/20/2024
(Street)
ROCHESTER, NY14620
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 46 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 (Right to Buy) $ 1,491 ( 1 ) 12/22/2025 Common Stock 45 45 D
Stock Option (Right to Buy) $ 1,491 ( 1 ) 12/23/2025 Common Stock 40 40 D
Stock Option (Right to Buy) $ 819 ( 1 ) 03/14/2029 Common Stock 59 59 D
Stock Option (Right to Buy) $ 802.2 ( 2 ) 04/04/2030 Common Stock 47 47 D
Stock Option (Right to Buy) $ 615.3 ( 3 ) 04/03/2031 Common Stock 38 38 D
Stock Option (Right to Buy) $ 270.9 ( 4 ) 04/01/2032 Common Stock 95 95 D
Stock Option (Right to Buy) $ 83.9 ( 5 ) 03/30/2033 Common Stock 190 190 D
Stock Option (Right to Buy) $ 8.32 03/20/2024 A 1,341 ( 6 ) 03/20/2034 Common Stock 1,341 $ 0 1,341 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Evans Elizabeth E.
C/O VACCINEX, INC.
1895 MOUNT HOPE AVENUE
ROCHESTER, NY14620
Chief Operating Officer
Signatures
/s/ Maurice Zauderer, Attorney-in-Fact for Elizabeth E. Evans 03/22/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This option is fully exercisable as of the date of this report.
( 2 )This option vests one-fourth on each of the first four anniversaries of the April 3, 2020 grant date, except as otherwise provided in the award notice.
( 3 )This option vests one-fourth on each of the first four anniversaries of the April 2, 2021 grant date, except as otherwise provided in the award notice.
( 4 )This option vests one-fourth on each of the first four anniversaries of the April 1, 2022 grant date, except as otherwise provided in the award notice.
( 5 )This option vests one-fourth on each of the first four anniversaries of the March 31, 2023 grant date, except as otherwise provided in the award notice.
( 6 )This option was granted under the Company's 2018 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, vests one-fourth on each of the first four anniversaries of the March 20, 2024 grant date.

Remarks:
All figures in this Form 4 reflect the Issuer's 1-for-15 reverse stock split effected on September 25, 2023 and 1-for-14 reverse stock split effected on February 19, 2024.

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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