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).
  
 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*
Zauderer Maurice
(Last) (First) (Middle)
C/O VACCINEX, INC.
1895 MOUNT HOPE AVENUE
(Street)
ROCHESTER NY 14620
(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
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
11/14/2024
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)
Code V Amount (A) or (D) Price
Common Stock 1,580 D
Common Stock 1,016 I By Jeremy C. Zauderer Trust(1)
Common Stock 1,011 I By Jordan M. Zauderer Trust(1)
Common Stock 11/14/2024 A 46,153 A $3.25 297,941 I By Vaccinex (Rochester), L.L.C.(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
Warrant (Right to Buy) $5.636 09/18/2024 09/18/2029 Common Stock 170,475 170,475 I By Vaccinex (Rochester), L.L.C.(2)
Stock Option (Right to Buy) $1,491 (3) 12/23/2025 Common Stock 15 15 D
Stock Option (Right to Buy) $1,402.8 (3) 02/24/2025 Common Stock 135 135 D
Stock Option (Right to Buy) $615.3 (4) 04/02/2031 Common Stock 66 66 D
Stock Option (Right to Buy) $270.9 (5) 04/01/2032 Common Stock 133 133 D
Stock Option (Right to Buy) $92.26 (6) 03/30/2028 Common Stock 266 266 D
Stock Option (Right to Buy) $8.21 (7) 03/21/2034 Common Stock 1,877 1,877 D
1. Name and Address of Reporting Person*
Zauderer Maurice
(Last) (First) (Middle)
C/O VACCINEX, INC.
1895 MOUNT HOPE AVENUE
(Street)
ROCHESTER NY 14620
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
1. Name and Address of Reporting Person*
Vaccinex (Rochester), L.L.C.
(Last) (First) (Middle)
44 WOODLAND ROAD
(Street)
PITTSFORD NY 14534
(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. Dr. Zauderer exercises voting control over shares held by this trust and disclaims beneficial ownership over these shares except to the extent of his pecuniary interest therein.
2. Dr. Zauderer is the president and a majority owner of Vaccinex (Rochester), L.L.C. and disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
3. Exercisable in full as of the date of this report.
4. This option vests one-fourth on each of the first four anniversaries of the April 2, 2021 grant date, except as otherwise provided in the award notice.
5. This option vests one-fourth on each of the first four anniversaries of the April 1, 2022 grant date, except as otherwise provided in the award notice.
6. This option vests one-fourth on each of the first four anniversaries of the March 31, 2023 grant date, except as otherwise provided in the award notice.
7. This option vests one-fourth on each of the first four anniversaries of the March 21, 2024 grant date, except as otherwise provided in the award notice.
/s/ Maurice Zauderer 11/18/2024
Vaccinex (Rochester) L.L.C. By: /s/ Maurice Zauderer, President 11/18/2024
** 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.
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