Form 4 - Statement of changes in beneficial ownership of securities

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

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FRIEDBERG ALBERT

(Last)

(First)

(Middle)

220 BAY STREET

SUITE 600

(Street)

TORONTO

M5J 2W4

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
VACCINEX, INC. [ VCNX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								2,094	D
Common Stock								180	I	By Pan Atlantic Holdings Ltd.⁽¹⁾
Common Stock								16,724	I	By Friedberg Global-Macro Hedge Fund Ltd.⁽²⁾
Common Stock	09/18/2024		M		214,286	A	$5.636⁽⁴⁾	994,910	I	By FCMI Parent Co.⁽³⁾
Common Stock	09/18/2024		M		25,723	A	$5.636⁽⁵⁾	1,020,633	I	By FCMI Parent Co.⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrant (Right to Buy)	$5.636⁽⁴⁾	09/18/2024		M			214,286	10/03/2023	10/03/2028	Common Stock	214,286	$0	0	I	By FCMI Parent Co.⁽³⁾
Warrant (Right to Buy)	$0.001⁽⁵⁾	09/18/2024		M			25,723	02/08/2024	02/08/2029	Common Stock	25,723	$0	92,504	I	By FCMI Parent Co.⁽³⁾
Warrant (Right to Buy)	$5.636	09/18/2024		A		653,210		09/18/2024	09/18/2029	Common Stock	653,210	$0.125	653,210	I	By FCMI Parent Co.⁽³⁾
Warrant (Right to Buy)	$0.001⁽⁶⁾							03/28/2024	03/28/2029	Common Stock	102,960		102,960	I	By FCMI Parent Co.⁽³⁾

1. Name and Address of Reporting Person^*

FRIEDBERG ALBERT

(Last)

(First)

(Middle)

220 BAY STREET

SUITE 600

(Street)

TORONTO

M5J 2W4

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

FCMI Parent Co.

(Last)

(First)

(Middle)

220 BAY STREET

SUITE 600

(Street)

TORONTO

M5J 2W4

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Mr. Friedberg is the majority owner of Pan Atlantic Holdings Ltd. and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

2. Mr. Friedberg possesses voting and dispositive power over the reported securities and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

3. Mr. Friedberg is the majority owner, a director and the president of FCMI Parent Co. ("FCMI") and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

4. This warrant was originally reported on Form 4 with an exercise price of $14.00. Pursuant to a warrant inducement agreement by and between the issuer and FCMI dated September 17, 2024 (the "Warrant Inducement Agreement"), the exercise price of this warrant was adjusted to $5.636.

5. This warrant was originally reported on Form 4 with an exercise price of $14.00. Pursuant to the Warrant Inducement Agreement, the exercise price of this warrant was adjusted to $5.636. FCMI partially exercised this warrant for 25,723 shares at an exercise price of $5.636 per share and pre-funded the remaining 92,504 shares at a price of $5.635. The exercise price for the remaining 92,504 shares underlying this warrant was subsequently adjusted to $0.001.

6. This warrant was originally reported on Form 4 with an exercise price of $7.64. Pursuant to the Warrant Inducement Agreement, the exercise price of this warrant was adjusted to $5.636. FCMI pre-funded 102,960 shares underlying this warrant at a price of $5.634 per share and the exercise price was subsequently adjusted to $0.001.

	/s/ Jill Sanchez, Attorney-in-Fact for Albert D. Friedberg	09/20/2024
	FCMI Parent Co. By: /s/ Dan Scheiner, Vice President	09/20/2024
	** 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 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.