Form 4: Arcturus Therapeutics Holdings Inc. (ARCT), Chivukula Pad, transaction 06/21/2022

Summary

This Form 4 reports an Employee Stock Option (right to buy) for Chivukula Pad, Chief Scientific Officer & COO of Arcturus Therapeutics Holdings Inc., covering 85,000 shares of Common Stock at $34.57. The transaction date is June 21, 2022 and the option expires December 10, 2031. A footnote explains that the Board of Directors conditionally approved the options on December 10, 2021, pending stockholder approval of an amendment to the Amended and Restated 2019 Omnibus Equity Incentive Plan. The shares vest 25% on December 10, 2022, the rest in monthly increments for thirty-six months, and Ilan Katz signed as attorney-in-fact on June 23, 2022.

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Full text

SEC Form 4

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 | OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB APPROVAL | OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB Number: | 3235-0287 | Estimated average burden | hours per response: | 0.5
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 * Chivukula Pad (Last) (First) (Middle) C/O ARCTURUS THERAPEUTICS HOLDINGS INC. 10628 SCIENCE CENTER DRIVE, SUITE 250 (Street) SAN DIEGO CA 92121 (City) (State) (Zip) | Chivukula Pad | (Last) | (First) | (Middle) | C/O ARCTURUS THERAPEUTICS HOLDINGS INC. | 10628 SCIENCE CENTER DRIVE, SUITE 250 | SAN DIEGO | CA | 92121 | (City) | (State) | (Zip) | 2. Issuer Name and Ticker or Trading Symbol Arcturus Therapeutics Holdings Inc. [ ARCT ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Scientific Officer & COO | Director | 10% Owner | X | Officer (give title below) | Other (specify below) | Chief Scientific Officer & COO
3. Date of Earliest Transaction
 (Month/Day/Year) 06/21/2022
4. If Amendment, Date of Original Filed
 (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | X | Form filed by One Reporting Person | Form filed by More than One Reporting Person
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
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
Employee Stock Option (right to buy) | $ 34.57 | 06/21/2022 | A | 85,000 (1) | (2) | 12/10/2031 | Common Stock | 85,000 | $ 0.00 | 85,000 | D
Explanation of Responses:
1. Represents options to purchase shares of common stock conditionally approved by the Board of Directors on December 10, 2021, subject to approval of an amendment to the Company's Amended and Restated 2019 Omnibus Equity Incentive Plan by the Company's stockholders, which approval was obtained at the Company's 2022 Annual Meeting of Stockholders held on June 21, 2022.
2. The shares underlying this option vest 25% on December 10, 2022, the first anniversary of the date this award was conditionally approved by the Board of Directors, and the remainder vest in equal increments on each successive one-month anniversary thereafter for the next thirty-six months.
/s/ Ilan Katz, attorney-in-fact | 06/23/2022
** 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.

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