Sec Form 4 Filing - FRIEDBERG ALBERT @ VACCINEX, INC. - 2024-09-18

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
FRIEDBERG ALBERT
2. Issuer Name and Ticker or Trading Symbol
VACCINEX, INC. [ VCNX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
220 BAY STREET, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
09/18/2024
(Street)
TORONTO, A6M5J 2W4
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 2,094 D
Common Stock 180 I By Pan Atlantic Holdings Ltd. ( 1 )
Common Stock 16,724 I By Friedberg Global-Macro Hedge Fund Ltd. ( 2 )
Common Stock 09/18/2024 M 214,286 A $ 5.636 ( 4 ) 994,910 I By FCMI Parent Co. ( 3 )
Common Stock 09/18/2024 M 25,723 A $ 5.636 ( 5 ) 1,020,633 I By FCMI Parent Co. ( 3 )
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
Warrant (Right to Buy) $ 5.636 ( 4 ) 09/18/2024 M 214,286 10/03/2023 10/03/2028 Common Stock 214,286 $ 0 0 I By FCMI Parent Co. ( 3 )
Warrant (Right to Buy) $ 0.001 ( 5 ) 09/18/2024 M 25,723 02/08/2024 02/08/2029 Common Stock 25,723 $ 0 92,504 I By FCMI Parent Co. ( 3 )
Warrant (Right to Buy) $ 5.636 09/18/2024 A 653,210 09/18/2024 09/18/2029 Common Stock 653,210 $ 0.125 653,210 I By FCMI Parent Co. ( 3 )
Warrant (Right to Buy) $ 0.001 ( 6 ) 03/28/2024 03/28/2029 Common Stock 102,960 102,960 I By FCMI Parent Co. ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FRIEDBERG ALBERT
220 BAY STREET
SUITE 600
TORONTO, A6M5J 2W4
X X
FCMI Parent Co.
220 BAY STREET
SUITE 600
TORONTO, A6M5J 2W4
X
Signatures
/s/ Jill Sanchez, Attorney-in-Fact for Albert D. Friedberg 09/20/2024
Signature of Reporting Person Date
FCMI Parent Co. By: /s/ Dan Scheiner, Vice President 09/20/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Friedberg is the majority owner of Pan Atlantic Holdings Ltd. and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
( 2 )Mr. Friedberg possesses voting and dispositive power over the reported securities and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
( 3 )Mr. Friedberg is the majority owner, a director and the president of FCMI Parent Co. ("FCMI") and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
( 4 )This warrant was originally reported on Form 4 with an exercise price of $14.00. Pursuant to a warrant inducement agreement by and between the issuer and FCMI dated September 17, 2024 (the "Warrant Inducement Agreement"), the exercise price of this warrant was adjusted to $5.636.
( 5 )This warrant was originally reported on Form 4 with an exercise price of $14.00. Pursuant to the Warrant Inducement Agreement, the exercise price of this warrant was adjusted to $5.636. FCMI partially exercised this warrant for 25,723 shares at an exercise price of $5.636 per share and pre-funded the remaining 92,504 shares at a price of $5.635. The exercise price for the remaining 92,504 shares underlying this warrant was subsequently adjusted to $0.001.
( 6 )This warrant was originally reported on Form 4 with an exercise price of $7.64. Pursuant to the Warrant Inducement Agreement, the exercise price of this warrant was adjusted to $5.636. FCMI pre-funded 102,960 shares underlying this warrant at a price of $5.634 per share and the exercise price was subsequently adjusted to $0.001.

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