SEC Filing - Akero Therapeutics, Inc.

View:

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

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).

1. Name and Address of Reporting Person^*

Harrison Seth Loring

(Last)

(First)

(Middle)

C/O AKERO THERAPEUTICS, INC.,

601 GATEWAY BOULEVARD, SUITE 350

(Street)

SOUTH SAN FRANCISCO

94080

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Akero Therapeutics, Inc. [ AKRO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/25/2022

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)
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	10/25/2022		S		4,515	D	$44.9163⁽¹⁾	300,851⁽²⁾⁽³⁾	D
Common Stock	10/25/2022		S		4,906	D	$44.9163⁽¹⁾	326,813⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾
Common Stock	10/26/2022		S		35,860	D	$43.0756⁽⁵⁾	264,991⁽²⁾⁽³⁾	D
Common Stock	10/26/2022		S		11,539	D	$43.9749⁽⁶⁾	253,452⁽²⁾⁽³⁾	D
Common Stock	10/26/2022		S		18,486	D	$44.9002⁽⁷⁾	234,966⁽²⁾⁽³⁾	D
Common Stock	10/26/2022		S		38,961	D	$43.0756⁽⁵⁾	287,852⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾
Common Stock	10/26/2022		S		12,537	D	$43.9749⁽⁶⁾	275,315⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾
Common Stock	10/26/2022		S		20,085	D	$44.9002⁽⁷⁾	255,230⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾
Common Stock	10/27/2022		S		40,903	D	$41.1156⁽⁸⁾	194,063⁽²⁾⁽³⁾	D
Common Stock	10/27/2022		S		21,830	D	$42.0299⁽⁹⁾	172,233⁽²⁾⁽³⁾	D
Common Stock	10/27/2022		S		3,693	D	$43.2321⁽¹⁰⁾	168,540⁽²⁾⁽³⁾	D
Common Stock	10/27/2022		S		44,440	D	$41.1156⁽⁸⁾	210,790⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾
Common Stock	10/27/2022		S		23,719	D	$42.0299⁽⁹⁾	187,071⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾
Common Stock	10/27/2022		S		4,013	D	$43.2321⁽¹⁰⁾	183,058⁽²⁾⁽³⁾	I	See Footnote⁽⁴⁾

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)

Explanation of Responses:

1. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $44.80 to $45.14, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (5), (6), (7), (8), (9) and (10) to this Form 4.

2. The shares reported herein give effect to the pro rata distribution of shares by ATP Life Science Ventures, L.P. ("ATP," and formerly known as Apple Tree Partners IV, L.P.), for no additional consideration to its limited partners, including the reporting person, its sole general partner, ATP III GP, Ltd. ("ATP GP"), for which the reporting person is the sole director, and Les Pommes, LLC, a family limited liability company for which the reporting person is the manager (the "LLC"), subsequent to the reporting person's last filing pursuant to Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16") reporting ownership of Common Stock (the "Distribution").

3. (Continued from footnote (2)) As the Distribution constituted only a change in the form of the reporting person's beneficial ownership of such shares, the reporting person was not required to report the Distribution pursuant to Section 16. The reporting person's beneficial ownership reported in Table I includes 305,366 shares held directly by the reporting person and 331,719 shares held directly by the LLC as a result of the Distribution.

4. Represents shares held directly by the LLC. The reporting person is the manager of the LLC.

5. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $42.63 to $43.625, inclusive.

6. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $43.63 to $44.615, inclusive.

7. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $44.635 to $45.14, inclusive.

8. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $40.72 to $41.715, inclusive.

9. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $41.72 to $42.715, inclusive.

10. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $42.72 to $43.495, inclusive.

Remarks:

	/s/ Jonathan Young, attorney-in-fact	10/27/2022
	** 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.