SEC Filing | MacroGenics, Inc.

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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^*

SARAN ATUL

(Last)

(First)

(Middle)

C/O MACROGENICS, INC.

9640 MEDICAL CENTER DRIVE

(Street)

ROCKVILLE

20850

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/05/2014

3. Issuer Name and Ticker or Trading Symbol
MACROGENICS INC [ MGNX ]

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

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

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)
Common Stock	22,500⁽¹⁾	D

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)	10/28/2014⁽²⁾	04/28/2024	Common Stock	90,000	20.87	D

Explanation of Responses:

1. Grant of 22,500 Restricted Stock Units (RSUs). The RSUs shall vest in cumulative installments as follows: first, with respect to 12.5% of the RSUs, on the date six (6) months after the Date of Grant; second, with respect to an additional 12.5% of the RSUs, on the date twelve (12) months after the Date of Grant; and thereafter, in equal increments of twenty-five percent (25%) of the RSUs on an annual basis beginning on the second anniversary of the Date of Grant.

2. 12.5% of the shares underlying the option are exercisable beginning on the six month anniversary of the vesting start date, and an additional 6.25% of the shares underlying the option become exercisable on the first day of each three month anniversary thereafter.

Remarks:

Senior Vice President, General Counsel and Compliance Officer Exhibit 24 - Power of Attorney

	/s/ Atul Saran	06/09/2014
	** 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.

                                MACROGENICS, INC.

          LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

          Know  all by  these  presents,  that  the  undersigned  hereby  makes,
     constitutes  and appoints James Karrels and Lynn Cilinski or either of them
     signing singly, and with full power of substitution, the undersigned's true
     and lawful attorney-in-fact to:

          1. execute for and on behalf of the undersigned, in the undersigned's
     capacity as an officer and/or director of MacroGenics,Inc (the "Company"),
     Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities
     Exchange Act of 1934 and the rules thereunder;

          2. do and perform any and all acts for and on behalf of the
     undersigned which may be necessary or desirable to complete and execute any
     such Form 3, 4, or 5, complete and execute any amendment or amendments
     thereto, and timely file such form with the SEC and any stock exchange or
     similar authority; and

          3. take any other action of any type whatsoever in connection with the
     foregoing which, in the opinion of such attorney-in-fact, may be of benefit
     to, in the best interest of, or legally required by, the undersigned, it
     being understood that the documents executed by such attorney-in-fact on
     behalf of the undersigned pursuant to this Power of Attorney shall be in
     such form and shall contain such terms and conditions as such
     attorney-in-fact may approve in such attorney-in-fact's discretion.

          The undersigned hereby grants to each such attorney-in-fact full power
     and authority to do and perform any and every act and thing whatsoever
     requisite, necessary, or proper to be done in the exercise of any of the
     rights and powers herein granted, as fully to all intents and purposes as
     the undersigned might or could do if personally present, with full power of
     substitution or revocation, hereby ratifying and confirming all that such
     attorney-in-fact, or such attorney-in-fact's substitute or substitutes,
     shall lawfully do or cause to be done by virtue of this power of attorney
     and the rights and powers herein granted. The undersigned acknowledges that
     the foregoing attorneys-in-fact, in serving in such capacity at the request
     of the undersigned, are not assuming, nor is the Company assuming, any of
     the undersigned's responsibilities to comply with Section 16 of the
     Securities Exchange Act of 1934.

          This Power of Attorney shall remain in full force and effect until the
     undersigned is no longer required to file Forms 3, 4, and 5 with respect to
     the undersigned's holdings of and transactions in securities issued by the
     Company, unless earlier revoked by the undersigned in a signed writing
     delivered to the foregoing attorneys-in-fact.

          IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
     to be executed as of this 9th day of June, 2014.

                                        /s/ Atul Saran
                                        ----------------------------------------
                                        Signature

                                        Atul Saran
                                        ----------------------------------------
                                        Printed Name