Sec Form 4 Filing - Brennan Aoife @ Eliem Therapeutics, Inc. - 2024-06-27

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
Brennan Aoife
2. Issuer Name and Ticker or Trading Symbol
Eliem Therapeutics, Inc. [ ELYM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O ELIEM THERAPEUTICS, INC. PMB #117,, 2801 CENTERVILLE ROAD 1ST FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
06/27/2024
(Street)
WILMINGTON, DE19808
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
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) $ 7.53 06/27/2024 A 550,000 ( 1 ) 06/26/2034 Common Stock 550,000 $ 0 550,000 D
Restricted Stock Units ( 2 ) 06/27/2024 A 275,00 0 ( 3 ) ( 3 ) Common Stock 275,000 $ 0 275,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Brennan Aoife
C/O ELIEM THERAPEUTICS, INC. PMB #117,
2801 CENTERVILLE ROAD 1ST FLOOR
WILMINGTON, DE19808
X President and CEO
Signatures
/s/ Emily Pimblett, Attorney-in-Fact 06/27/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This option was granted on June 27, 2024 (the "Grant Date"). The shares underlying the option are scheduled to vest with respect to 25% of the shares on the first anniversary of the Grant Date and the remainder are scheduled to vest in 36 equal monthly installments through June 27, 2028, subject to the Reporting Person's continued service.
( 2 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of the issuer's common stock upon vesting.
( 3 )The RSUs were granted on the Grant Date and are scheduled to vest over four years, with 25% of the shares vesting on each of the first four anniversaries of the Grant Date, subject to the Reporting Person's continued service.

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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