SEC Form 3
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*
Dunn Edmund

(Last) (First) (Middle)
MONTE ROSA THERAPEUTICS, INC.
321 HARRISON AVENUE, SUITE 900

(Street)
BOSTON MA 02210

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/08/2023
3. Issuer Name and Ticker or Trading Symbol
Monte Rosa Therapeutics, Inc. [ GLUE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Principal Accounting Officer
5. 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 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 16,761(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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) 04/11/2031 Common Stock 14,515 $6.14 D
Stock Option (Right to Buy) (3) 02/29/2032 Common Stock 25,700 $13.41 D
Stock Option (Right to Buy) (4) 01/02/2033 Common Stock 35,900 $7.78 D
Explanation of Responses:
1. Consists of restricted stock units ("RSUs") granted under the Issuer's 2021 Stock Option and Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Common Stock upon vesting and settlement.
2. 25% of this option vested and became exercisable on March 17, 2022, with the remainder vesting in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date.
3. 25% of this option vested and became exercisable on January 1, 2023, with the remainder vesting in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date.
4. 25% of this option shall vest and become exercisable on January 1, 2024, with the remainder vesting in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Phil Nickson, Attorney-in-Fact 08/18/2023
** 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.