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
 
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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*
SCHULER JACK W

(Last) (First) (Middle)
100 N. FIELD DRIVE, SUITE 360

(Street)
LAKE FOREST IL 60045

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SOLENO THERAPEUTICS INC [ SLNO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/07/2020
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)
Code V Amount (A) or (D) Price
Common Stock 12/07/2020 S 65,782 D $1.9058 11,303,080 I See Footnote(1)
Common Stock 12/08/2020 S 63,746 D $1.854 11,239,334 I See Footnote(1)
Common Stock 12/30/2020 S 33,697 D $1.9522 11,205,637 I See Footnote(1)
Common Stock 12/31/2020 S 520 D $1.9496 11,205,117 I See Footnote(1)
Common Stock 12/31/2020 S 98,862 D $1.9036 11,106,255 I See Footnote(1)
Common Stock 01/04/2021 S 102,000 D $1.9917 11,004,255 I See Footnote(1)
Common Stock 01/19/2021 S 29,723 D $2.0549 10,974,532 I See Footnote(1)
Common Stock 01/20/2021 S 20,277 D $2.0952 10,954,255 I See Footnote(1)
Common Stock 01/21/2021 S 15,566 D $2.097 10,938,689 I See Footnote(1)
Common Stock 01/22/2021 S 72,591 D $2.0883 10,866,098 I See Footnote(1)
Common Stock 01/25/2021 S 12,818 D $2.0567 10,853,280 I See Footnote(1)
Common Stock 01/26/2021 S 12,763 D $2.0535 10,840,517 I See Footnote(1)
Common Stock 01/27/2021 S 100 D $2.05 10,840,417 I See Footnote(1)
Common Stock 02/18/2021 S 258,300 D $2.9521 10,582,117 I See Footnote(1)
Common Stock 02/25/2021 S 200 D $2.71 10,581,917 I See Footnote(1)
Common Stock 04/08/2021 S 248,636 D $1.2098 10,333,281 I See Footnote(1)
Common Stock 04/09/2021 S 250,000 D $1.2017 10,083,281 I See Footnote(1)
Common Stock 04/28/2021 S 80,498 D $1.2555 10,002,783 I See Footnote(1)
Common Stock 04/30/2021 S 5,625 D $1.25 9,997,158 I See Footnote(1)
Common Stock 05/05/2021 S 248,115 D $1.1412 9,749,043 I See Footnote(1)
Common Stock 05/18/2021 S 41,195 D $1.0306 9,707,848 I See Footnote(1)
Common Stock 01/15/2021 S 35,231 D $2.1128 4,460,894 I See Footnote(2)
Common Stock 02/03/2021 S 14,700 D $2.1301 4,446,194 I See Footnote(2)
Common Stock 02/22/2021 S 700 D $2.9706 4,445,494 I See Footnote(2)
Common Stock 03/04/2021 S 172,717 D $2.6203 4,272,777 I See Footnote(2)
Common Stock 03/05/2021 S 187,985 D $2.67 4,084,792 I See Footnote(2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The shares are held by the Jack W. Schuler Living Trust, for which the Reporting Person serves as Trustee.
2. The shares are held by the Schuler Family Foundation, for which the Reporting Person serves as President.
Remarks:
Certain transactions reported in this Form 4 are matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, with certain prior purchases of shares by the Schuler Living Trust. The Schuler Living Trust has disgorged to the Issuer, on a voluntary basis, the full amount of any recoverable profits.
/s/ Jack W. Schuler 08/03/2021
** 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).
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