Sec Form 4 Filing - Houston John G @ ARVINAS, INC. - 2021-02-26

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Houston John G 2. Issuer Name and Ticker or Trading Symbol ARVINAS, INC. [ ARVN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) C/O ARVINAS, INC., 5 SCIENCE PARK, 395 WINCHESTER AVE. 3. Date of Earliest Transaction (MM/DD/YY) 02/26/2021 (Street) NEW HAVEN, CT06511 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 817,623 ( 1 ) D Common Stock 06/30/2020 A( 2 ) 315 A $ 28.5 817,938 ( 3 ) D Common Stock 12/31/2020 A( 2 ) 310 A $ 29.02 818,248 ( 4 ) D Common Stock 03/02/2021 M 17,510 A 835,758 ( 4 ) D Common Stock 03/02/2021 S 8,115 ( 6 ) D $ 77.4495 ( 7 ) 827,643 ( 4 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Stock Option (right to buy) $ 78.3 02/26/2021 A 219,500 ( 8 ) 02/25/2031 Common Stock 219,500 $ 0 0 D Restricted Stock Units ( 5 ) 03/02/2021 M 17,510 ( 9 ) ( 9 ) Common Stock 17,510 $ 0 35,021 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Houston John G C/O ARVINAS, INC. 5 SCIENCE PARK, 395 WINCHESTER AVE. NEW HAVEN, CT06511 X President and CEO Signatures /s/ Matthew Batters, as attorney-in-fact for John G. Houston 03/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On March 23, 2020, the reporting person filed a Form 4 that incorrectly disclosed the sale of shares of common stock to cover withholding taxes following the vesting of previously granted Restricted Stock Units. The correct number of shares sold was 5,542, not 5,405, reducing the number of securities beneficially owned by the reporting person by 137 shares. ( 2 )The shares were acquired under the 2018 Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c). ( 3 )Includes 315 shares acquired under the 2018 Employee Stock Purchase Plan. ( 4 )Includes an aggregate of 625 shares acquired under the 2018 Employee Stock Purchase Plan. ( 5 )Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's common stock. ( 6 )This sale was made to cover withholding taxes following the vesting of previously granted Restricted Stock Units. ( 7 )The broker sold shares of the Issuer's common stock for certain employees following the vesting of previously granted Restricted Stock Units, including the common stock reported on this Form 4 by the reporting person, at an average price of $77.4495. ( 8 )This option award was granted on February 26, 2021. 1/4 of the shares underlying the award shall vest on February 26, 2022, with the remainder of the shares vesting in equal monthly installments following February 26, 2022 through February 26, 2025. ( 9 )On March 1, 2019, the reporting person was granted 70,042 Restricted Stock Units, vesting in four equal annual installments beginning March 1, 2020.

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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