10/28/2024 | Press release | Distributed by Public on 10/28/2024 14:54
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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. 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 Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Third Rock Ventures V, L.P. C/O THIRD ROCK VENTURES, LLC 201 BROOKLINE AVE, SUITE 1401 BOSTON, MA02215 |
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Third Rock Ventures GP V, LP C/O THIRD ROCK VENTURES, LLC 201 BROOKLINE AVE, SUITE 1401 BOSTON, MA02215 |
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TRV GP V, LLC C/O THIRD ROCK VENTURES, LLC 201 BROOKLINE AVE, SUITE 1401 BOSTON, MA02215 |
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Third Rock Ventures VI, L.P. C/O THIRD ROCK VENTURES, LLC 201 BROOKLINE AVE, SUITE 1401 BOSTON, MA02215 |
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Third Rock Ventures GP VI, L.P. C/O THIRD ROCK VENTURES, LLC 201 BROOKLINE AVE, SUITE 1401 BOSTON, MA02215 |
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TRV GP VI, LLC C/O THIRD ROCK VENTURES, LLC 201 BROOKLINE AVE, SUITE 1401 BOSTON, MA02215 |
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/s/ Kevin Gillis, Chief Operating Officer of TRV GP V, LLC, general partner of Third Rock Ventures GP V, L.P., general partner of Third Rock Ventures V, L.P. | 2024-10-28 |
**Signature of Reporting Person | Date |
/s/ Kevin Gillis, Chief Operating Officer of TRV GP V, LLC, general partner of Third Rock Ventures GP V, L.P. | 2024-10-28 |
**Signature of Reporting Person | Date |
/s/ Kevin Gillis, Chief Operating Officer of TRV GP V, LLC | 2024-10-28 |
**Signature of Reporting Person | Date |
/s/ Kevin Gillis, Chief Operating Officer of TRV GP VI, LLC, general partner of Third Rock Ventures GP VI, L.P., general partner of Third Rock Ventures VI, L.P. | 2024-10-28 |
**Signature of Reporting Person | Date |
/s/ Kevin Gillis, Chief Operating Officer of TRV GP VI, LLC, general partner of Third Rock Ventures GP VI, L.P. | 2024-10-28 |
**Signature of Reporting Person | Date |
/s/ Kevin Gillis, Chief Operating Officer of TRV GP VI, LLC | 2024-10-28 |
**Signature of Reporting Person | Date |
(*) | 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) | Upon the closing of the Issuer's initial public offering, each share of Series A Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") automatically converted into Common Stock on a one-for-8.6103 basis without payment of consideration. The Preferred Stock had no expiration date. |
(2) | The shares are held directly by Third Rock Ventures V, L.P. ("TRV V"). The general partner of TRV V is Third Rock Ventures GP V, L.P. ("TRV GP V"). The general partner of TRV GP V is TRV GP V, LLC ("TRV GP V LLC"). Each of TRV GP V, and TRV GP V LLC, disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares. |
(3) | The shares are held directly by Third Rock Ventures VI, L.P. ("TRV VI"). The general partner of TRV VI is Third Rock Ventures GP VI, L.P. ("TRV GP VI"). The general partner of TRV GP VI is TRV GP VI, LLC ("TRV GP VI LLC"). Each of TRV GP VI, and TRV GP VI LLC, disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares. |
(4) | Each of Reporting Persons disclaims the existence of a Section 13(d) "group" as between the TRV V related parties and the TRV VI related parties and this report shall not be deemed an admission that any of such parties is or may be part of such a group with any of the other parties. |