SEC FORM 4 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
 
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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*
Cummings Keith Lamont

(Last) (First) (Middle)
C/O PLIANT THERAPEUTICS, INC.
260 LITTLEFIELD AVENUE

(Street)
SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PLIANT THERAPEUTICS, INC. [ PLRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2020
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
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
Common Stock 04/30/2020 M 19,300(1) A $2.08(1) 19,300(1) D
Common Stock 06/05/2020 C 3,821 A (2) 23,121 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 (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
Series C Preferred Stock (2) 02/28/2020 A 27,322 (2) (2) Common Stock 3,821 $13.0845(1)(2) 27,322 D
Stock Option (right to buy) $6.22(1) 03/31/2020 A 42,841(1) (3) 03/30/2030 Common Stock 42,841(1) $0.00 42,841(1) D
Stock Option (right to buy) $2.08(1) 04/30/2020 M 19,300(1) (4) 01/23/2029 Common Stock 19,300(1) $0.00 206,188(1) D
Series C Preferred Stock (2) 06/05/2020 C 27,322 (2) (2) Common Stock 3,821 $0.00 0 D
Explanation of Responses:
1. On May 22, 2020, the Issuer completed a one-for-7.15 reverse stock split of the Issuer's Common Stock ("Reverse Stock Split"). This amount has been adjusted to give effect to this Reverse Stock Split.
2. The Series C Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series C Preferred Stock converted into Common Stock on a 7.15-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series C Preferred Stock had no expiration date.
3. 1/48th of the shares subject to such option vest and become exercisable in substantially equal installments on each monthly anniversary of March 31, 2020 (or if there is no corresponding day in any such month, on the last day of such month), subject to the Reporting Person's continuous service to the Issuer on each such date
4. 25% of the shares subject to such option vested on December 31, 2019 and 1/48th of the shares subject to the option vest in substantially equal monthly installments thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.
Remarks:
/s/ Anthony Franks, attorney-in-fact 06/09/2020
** 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).
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