Camp4 Therapeutics Corporation

10/17/2024 | Press release | Distributed by Public on 10/17/2024 16:35

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
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 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 *
Northpond Ventures II GP, LLC
2. Issuer Name and Ticker or Trading Symbol
Camp4 Therapeutics Corp [CAMP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
7500 OLD GEORGETOWN ROAD, SUITE 800 ,
3. Date of Earliest Transaction (Month/Day/Year)
(Street)
BETHESDA MD 20814
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Join/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) 6. Ownership Form: Direct (D) or Indirect (I) 7. Nature of Indirect Beneficial Ownership
Code V Amount (A) or (D) Price
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 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 5. Number of Derivative Securities Acquired (A) or Disposed of (D) 6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security 8. Price of Derivative Security 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 11. Nature of Indirect Beneficial Ownership
Code V (A) (D) Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Northpond Ventures II GP, LLC
7500 OLD GEORGETOWN ROAD, SUITE 800

BETHESDA, MD20814



Northpond Ventures II, LP
7500 OLD GEORGETOWN ROAD, SUITE 800

BETHESDA, MD20814

X
Northpond Ventures GP, LLC
7500 OLD GEORGETOWN ROAD, SUITE 800

BETHESDA, MD20814

X
Northpond Ventures, LP
7500 OLD GEORGETOWN ROAD, SUITE 800

BETHESDA, MD20814

X
Northpond Ventures III GP, LLC
7500 OLD GEORGETOWN ROAD, SUITE 800

BETHESDA, MD20814

X
Northpond Ventures III, LP
7500 OLD GEORGETOWN ROAD, SUITE 800

BETHESDA, MD20814

X
Rubin Michael P.
C/O NORTHPOND VENTURES
7500 OLD GEORGETOWN ROAD, SUITE 800
BETHESDA, MD20814

X

Signatures

Northpond Ventures II GP, LLC, By: /s/ Patrick Smerkers, Authorized Signatory 2024-10-17
**Signature of Reporting Person Date
Northpond Ventures II, LP, By: Northpond Ventures II GP, LLC, its general partner, By: /s/ Patrick Smerkers, Authorized Signatory 2024-10-17
**Signature of Reporting Person Date
Northpond Ventures GP, LLC, By: /s/ Patrick Smerkers, Authorized Signatory 2024-10-17
**Signature of Reporting Person Date
Northpond Ventures, LP, By: Northpond Ventures GP, LLC, its general partner, By: /s/ Patrick Smerkers, Authorized Signatory 2024-10-17
**Signature of Reporting Person Date
Northpond Ventures III GP, LLC, By: /s/ Patrick Smerkers, Auhorized Signatory 2024-10-17
**Signature of Reporting Person Date
Northpond Ventures III, LP, By: Northpond Ventures III GP, LLC, its general partner, By: /s/ Patrick Smerkers, Authorized Signatory 2024-10-17
**Signature of Reporting Person Date
/s/ Michael P. Rubin 2024-10-17
**Signature of Reporting Person Date

Explanation of Responses:

(*) 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).
(1) Each share of Series A Prime Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a 11.2158-for-one basis without payment of further consideration. Immediately prior to the closing of the Issuer's initial public offering, the Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Preferred Stock had no expiration date.
(2) The shares are held directly by Northpond Ventures II, LP ("Northpond Fund II"). Northpond Ventures II GP, LLC ("Northpond II GP") is the general partner of Northpond Fund II, and Michael P. Rubin is the managing member of Northpond II GP. As a result, each of Northpond II GP and Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund II. Each of Northpond II GP and Mr. Rubin disclaim beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
(3) The shares are held directly by Northpond Ventures, LP ("Northpond Fund I"). Northpond Ventures GP, LLC ("Northpond GP I") is the general partner of Northpond Fund I, and Michael P. Rubin is the managing member of Northpond GP I. As a result, each of Northpond GP I and Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund I. Each of Northpond GP I and Mr. Rubin disclaim beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
(4) The shares are held directly by Northpond Ventures III, LP ("Northpond Fund III"). Northpond Ventures III GP, LLC ("Northpond III GP") is the general partner of Northpond Fund III, and Michael P. Rubin is the managing member of Northpond III GP. As a result, each of Northpond III GP and Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund III. Each of Northpond III GP and Mr. Rubin disclaim beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
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