SEC FORM 3

SEC FORM 3 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^*

Minai-Azary Jennifer Lynn

(Last)

(First)

(Middle)

C/O MILLENDO THERAPEUTICS, INC.

110 MILLER AVENUE, SUITE 100

(Street)

ANN ARBOR

48104

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2021

3. Issuer Name and Ticker or Trading Symbol
Millendo Therapeutics, Inc. [ MLND ]

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

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

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Option (right to buy)	⁽¹⁾	08/21/2023	Common Stock	2,969	1.08	D
Stock Option (right to buy)	⁽¹⁾	05/27/2024	Common Stock	989	2.69	D
Stock Option (right to buy)	⁽¹⁾	01/27/2026	Common Stock	12,382	4.44	D
Stock Option (right to buy)	⁽¹⁾	11/02/2026	Common Stock	12,840	8.47	D
Stock Option (right to buy)	⁽²⁾	08/23/2028	Common Stock	11,160	16.4	D
Stock Option (right to buy)	⁽³⁾	01/31/2029	Common Stock	18,000	10.48	D
Stock Option (right to buy)	⁽⁴⁾	06/20/2029	Common Stock	7,000	11.59	D
Stock Option (right to buy)	⁽⁵⁾	01/30/2030	Common Stock	20,000	7.94	D
Stock Option (right to buy)	⁽⁶⁾	05/24/2030	Common Stock	20,000	2	D

Explanation of Responses:

1. Shares subject to this option are fully vested.

2. Twenty-five percent (25%) of the shares subject to this option vested on August 20, 2019, and one thirty-sixth (1/36th) of the remaining shares subject to this option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date.

3. Twenty-five percent (25%) of the shares subject to this option vested on January 31, 2020, and one thirty-sixth (1/36th) of the remaining shares subject to this option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date.

4. Twenty-five percent (25%) of the shares subject to this option vested on June 20, 2020, and one thirty-sixth (1/36th) of the remaining shares subject to this option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date.

5. Twenty-five percent (25%) of the shares subject to this option vested on January 31, 2021, and one thirty-sixth (1/36th) of the remaining shares subject to this option shall vest each month thereafter, subject to the Reporting Person continuing to provide service through each such date.

6. Fifty percent (50%) of the shares subject to this option vested on December 31, 2020, and one twelfth (1/12th) of the remaining shares subject to this option shall vest in equal monthly installments thereafter, subject to the Reporting Person continuing to provide service to the Issuer through each such date.

Remarks:

	/s/ Jennifer L. Minai-Azary	02/09/2021
	** 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 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.

SEC Form 3 filed by Lynn Jennifer Minai-Azary