SEC Filing | AquaBounty Technologies, Inc.

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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^*

KIRK ALANA

(Last)

(First)

(Middle)

C/O THIRD SECURITY, LLC

1881 GROVE AVENUE

(Street)

RADFORD

24141

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AquaBounty Technologies, Inc. [ AQB ]

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)
11/23/2021

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	11/23/2021		S		4,742,552⁽¹⁾	D	$2.1⁽¹⁾	1,965,386	I	by R.J. Kirk DOT⁽²⁾
Common Stock	11/23/2021		S		278,618⁽¹⁾	D	$2.1⁽¹⁾	115,463	I	by JPK 2008⁽²⁾
Common Stock	11/23/2021		S		279,121⁽¹⁾	D	$2.1⁽¹⁾	115,672	I	by MGK 2008⁽²⁾
Common Stock	11/23/2021		S		280,018⁽¹⁾	D	$2.1⁽¹⁾	116,044	I	by ZSK 2008⁽²⁾
Common Stock	11/23/2021		S		980,473⁽¹⁾	D	$2.1⁽¹⁾	331,318⁽⁴⁾	I	by JPK 2009⁽²⁾
Common Stock	11/23/2021		S		1,002,663⁽¹⁾	D	$2.1⁽¹⁾	340,514⁽⁴⁾	I	by MGK 2009⁽²⁾
Common Stock	11/23/2021		S		54,462⁽¹⁾	D	$2.1⁽¹⁾	22,570	I	by ZSK 2009⁽²⁾
Common Stock	11/23/2021		S		2,262⁽¹⁾	D	$2.1⁽¹⁾	937	I	by ADC 2010⁽²⁾
Common Stock	11/23/2021		S		249,384⁽¹⁾	D	$2.1⁽¹⁾	103,349	I	by MGK 2011⁽²⁾
Common Stock	11/23/2021		S		444,702⁽¹⁾	D	$2.1⁽¹⁾	184,291	I	by JPK 2012⁽²⁾
Common Stock	11/23/2021		S		53,028⁽¹⁾	D	$2.1⁽¹⁾	21,976	I	by Kellie L. Banks LTT⁽²⁾
Common Stock	11/23/2021		S		4,269,495⁽¹⁾	D	$2.1⁽¹⁾	1,769,343	I	by Sunset 2020⁽²⁾
Common Stock	11/23/2021		S		67,291⁽¹⁾	D	$2.1⁽¹⁾	27,886⁽⁴⁾	I	by Kapital Joe⁽²⁾
Common Stock	11/23/2021		S		14⁽¹⁾	D	$2.1⁽¹⁾	6	I	by Lotus⁽²⁾
Common Stock	11/23/2021		S		3,294⁽¹⁾	D	$2.1⁽¹⁾	1,365	I	by Staff 2001⁽²⁾
Common Stock	11/23/2021		S		1,251⁽¹⁾	D	$2.1⁽¹⁾	519	I	by Sr. Staff 2006⁽²⁾
Common Stock	11/23/2021		S		626⁽¹⁾	D	$2.1⁽¹⁾	259	I	by Staff 2006⁽²⁾
Common Stock	11/23/2021		S		209⁽¹⁾	D	$2.1⁽¹⁾	86	I	by Inc 2006⁽²⁾
Common Stock	11/23/2021		S		52,859⁽¹⁾	D	$2.1⁽¹⁾	21,906	I	by Sr. Staff 2007⁽³⁾
Common Stock	11/23/2021		S		26,430⁽¹⁾	D	$2.1⁽¹⁾	10,953	I	by Staff 2007⁽³⁾
Common Stock	11/23/2021		S		8,810⁽¹⁾	D	$2.1⁽¹⁾	3,651	I	by Inc 2007⁽³⁾
Common Stock	11/23/2021		S		33,347⁽¹⁾	D	$2.1⁽¹⁾	13,562⁽⁴⁾	I	by Sr. Staff 2008⁽³⁾
Common Stock	11/23/2021		S		14,644⁽¹⁾	D	$2.1⁽¹⁾	6,068	I	by Staff 2009⁽³⁾
Common Stock	11/23/2021		S		7,323⁽¹⁾	D	$2.1⁽¹⁾	3,035	I	by Inc 2009⁽³⁾
Common Stock	11/23/2021		S		18,082⁽¹⁾	D	$2.1⁽¹⁾	7,493⁽⁴⁾	I	by Staff 2010⁽³⁾
Common Stock	11/23/2021		S		9,042⁽¹⁾	D	$2.1⁽¹⁾	3,747⁽⁴⁾	I	by Inc 2010⁽³⁾
Common Stock								2,159	D
Common Stock								258⁽⁴⁾	I	by Sr. Staff⁽³⁾
Common Stock								75,004⁽⁴⁾	I	by Sr. Staff 2015⁽³⁾
Common Stock								75,004⁽⁴⁾	I	by Staff 2015⁽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)

Explanation of Responses:

1. On November 23, 2021, certain entities affiliated with Randal J. Kirk, the Reporting Person's spouse, that hold issuer common stock, sold an aggregate of 12,880,000 shares of common stock of the issuer, in an underwritten public secondary offering at a price to the public of $2.10 per share. 1,680,000 of such shares of common stock were sold pursuant to the option granted to the underwriters, which was exercised in full prior to the closing.

2. The Reporting Person's spouse controls each of R.J. Kirk Declaration of Trust ("RJ Kirk DOT"), JPK 2008 LLC ("JPK 2008"), MGK 2008 LLC ("MGK 2008"), ZSK 2008 LLC ("ZSK 2008"), JPK 2009 LLC ("JPK 2009"), MGK 2009 LLC ("MGK 2009"), ZSK 2009 LLC ("ZSK 2009"), ADC 2010, LLC ("ADC 2010"), MGK 2011 ("MGK 2011"), JPK 2012 LLC ("JPK 2012"), Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Sunset 2020 LLC ("Sunset 2020"), Kapital Joe, LLC ("Kapital Joe"), Lotus Capital (2000) Company Inc. ("Lotus"), Third Security Staff 2001 LLC ("Staff 2001"), Third Security Senior Staff 2006 LLC ("Sr Staff 2006"), Third Security Staff 2006 LLC ("Staff 2006"), and Third Security Incentive 2006 LLC ("Inc 2006"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

3. The Reporting Person's spouse controls each of Third Security Senior Staff 2007 LLC ("Sr. Staff 2007"), Third Security Staff 2007 LLC ("Staff 2007"), Third Security Incentive 2007 LLC ("Inc 2007"), Third Security Senior Staff 2008 LLC ("Sr. Staff 2008"), Third Security Staff 2009 LLC ("Staff 2009"), Third Security Incentive 2009 LLC ("Inc 2009"), Third Security Staff 2010 LLC ("Staff 2010"), Third Security Incentive 2010 LLC ("Inc 2010"), Third Security Senior Staff LLC ("Sr. Staff"), Third Security Senior Staff 2015 LLC ("Sr. Staff 2015"), and Third Security Staff 2015 LLC ("Staff 2015"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

4. The indicated number of shares reflects internal transfers among certain affiliated entities that own issuer common stock.

	/s/ Alana D. Kirk	11/24/2021
	** 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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