Timothy K. Lu - Mar 6, 2025 Form 4 Insider Report for Senti Biosciences, Inc. (SNTI)

Signature
/s/ Robert Cutler, attorney-in-fact
Stock symbol
SNTI
Transactions as of
Mar 6, 2025
Transactions value $
$0
Form type
4
Date filed
3/10/2025, 07:01 PM
Previous filing
Feb 6, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SNTI Common Stock Award $0 +642K +782.58% $0.00 724K Mar 7, 2025 Direct F1
holding SNTI Common Stock 52.8K Mar 6, 2025 By spouse
holding SNTI Common Stock 52.8K Mar 6, 2025 See footnote F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SNTI Stock Option (Right to Buy) Award $0 +1.93M $0.00 1.93M Mar 6, 2025 Common Stock 1.93M $3.97 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares reported in this transaction represent restricted stock units ("RSUs") issued under the Senti Biosciences, Inc. 2022 Equity Incentive Plan, as amended and restated (the "Amended and Restated Plan"). Each RSU represents the contingent right to receive one share of the Issuer's Common Stock. All of the shares underlying the award vest in three substantially equal annual installments over three years from March 7, 2025, subject to the reporting person's continued service through the applicable vesting date.
F2 The shares are held by Luminen Services, LLC, as trustee of the Luminen Trust, of which the reporting person is the settlor. The reporting person disclaims Section 16 beneficial ownership of the securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
F3 The option grant was approved by the Issuer's board of directors on December 20, 2024, subject to shareholder approval of the Amended and Restated Plan, under which the option was granted. The Issuer's shareholders approved the Amended and Restated Plan on March 6, 2025.
F4 Three-forty-eighth of the shares underlying this option vest on March 31, 2025 ("Vesting Commencement Date") and thereafter one-forty-eighth of the shares underlying this option vest in equal monthly installments from the Vesting Commencement Date, such that the option will be fully vested on the date forty-five months after the Vesting Commencement Date, subject to the reporting person's continued service through the applicable vesting date.