| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/14/2024 |
3. Issuer Name and Ticker or Trading Symbol
IGM Biosciences, Inc. [ IGMS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 86,797(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Option (right to buy) | (2) | 10/11/2031 | Common Stock | 200,000 | 61.45 | D | |
| Stock Option (right to buy) | (3) | 03/12/2032 | Common Stock | 75,000 | 17.11 | D | |
| Stock Option (right to buy) | (4) | 04/04/2033 | Common Stock | 52,500 | 12.86 | D | |
| Stock Option (right to buy) | (5) | 03/12/2034 | Common Stock | 92,500 | 9.95 | D | |
| Explanation of Responses: |
| 1. Certain of these securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock, subject to the applicable vesting schedule and conditions of each RSU. |
| 2. 1/4th of the shares subject to the option vested on October 11, 2022 and 1/48 of the shares subject to the option vest each month thereafter, provided that the Reporting Person remains a service provider through each vesting date. |
| 3. 1/48th of the shares subject to the option vested on April 12, 2022 and 1/48 of the shares subject to the option vest each month thereafter, provided that the Reporting Person remains a service provider through each vesting date. |
| 4. 1/48th of the shares subject to the option vested on April 12, 2023 and 1/48 of the shares subject to the option vest each month thereafter, provided that the Reporting Person remains a service provider through each vesting date. |
| 5. 1/48th of the shares subject to the option vested on April 12, 2024 and 1/48 of the shares subject to the option vest each month thereafter, provided that the Reporting Person remains a service provider through each vesting date. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Misbah Tahir, by power of attorney | 04/23/2024 | |
| ** 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 5 (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. | ||
POWER OF ATTORNEY
The undersigned, as a Section 16 reporting person of IGM Biosciences, Inc. (the “Company”),
hereby constitutes and appoints Fred Schwarzer and Misbah Tahir, and each of
them, as the undersigned’s true and lawful attorney-in-fact to:
1.
complete and execute Forms 3, 4 and 5 and other forms and all amendments thereto as
such attorney-in fact shall in his discretion determine to be required or advisable pursuant
to Section 16 of the Securities Exchange Act of 1934 (as amended) and the rules and
regulations promulgated thereunder, or any successor laws and regulations, as a
consequence of the undersigned’s ownership, acquisition or disposition of securities of
the Company; and
2.
do all acts necessary in order to file such forms with the Securities and Exchange
Commission, any securities exchange or national association, the Company and such
other person or agency as the attorneys-in-fact shall deem appropriate.
The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall
do or cause to be done by virtue hereof. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section
16 of the Securities Exchange Act of 1934 (as amended). This Power of Attorney shall remain in
full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with
respect to the undersigned’s holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the Company and the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed
as of this 4th day of April, 2024.
MARY BETH HARLER
/s/ Mary Beth Harler