Monte Rosa Therapeutics Inc.

10/30/2024 | Press release | Distributed by Public on 10/30/2024 14:36

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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Versant Venture Capital VI, L.P.
2. Issuer Name and Ticker or Trading Symbol
Monte Rosa Therapeutics, Inc. [GLUE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
ONE SANSOME STREET, SUITE 1650
3. Date of Earliest Transaction (Month/Day/Year)
10/28/2024
(Street)
SAN FRANCISCO, CA 94104
4. If Amendment, Date 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
(City) (State) (Zip)
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 10/28/2024 S 89,990 D $9.6593(1) 2,007,948 I See Footnote(2)
Common Stock 10/28/2024 J(3) 1,019,867 D $ 0 4,079,469 D(4)
Common Stock 10/28/2024 J(5) 20,397 A $ 0 20,397 I See Footnote(6)
Common Stock 10/28/2024 J(7) 20,397 D $ 0 0 I See Footnote(6)
Common Stock 10/28/2024 J(8) 17,595 A $ 0 17,595 I See Footnote(9)
Common Stock 10/28/2024 J(10) 17,595 D $ 0 0 I See Footnote(9)
Common Stock 10/28/2024 J(11) 366,590 D $ 0 1,641,358 I See Footnote(2)
Common Stock 10/28/2024 J(12) 5,499 A $ 0 5,499 I See Footnote(13)
Common Stock 10/28/2024 J(14) 5,499 D $ 0 0 I See Footnote(13)
Common Stock 10/28/2024 J(15) 5,454 A $ 0 5,454 I See Footnote(16)
Common Stock 10/28/2024 J(17) 5,454 D $ 0 0 I See Footnote(16)
Common Stock 10/29/2024 S 52,305 D $9.0815(18) 1,589,053 I See Footnote(2)
Common Stock 10/29/2024 S 15,600 D $9.4098(19) 1,573,453 I See Footnote(2)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Versant Venture Capital VI, L.P.
ONE SANSOME STREET, SUITE 1650
SAN FRANCISCO, CA 94104
X
Versant Ventures VI GP, L.P.
ONE SANSOME STREET, SUITE 1650
SAN FRANCISCO, CA 94104
X
Versant Ventures VI GP-GP, LLC
ONE SANSOME STREET, SUITE 1650
SAN FRANCISCO, CA 94104
X
Versant Vantage I, L.P.
ONE SANSOME STREET, SUITE 1650
SAN FRANCISCO, CA 94104
X
Versant Vantage I GP, L.P.
ONE SANSOME STREET, SUITE 1650
SAN FRANCISCO, CA 94104
X
Versant Vantage I GP-GP, LLC
ONE SANSOME STREET, SUITE 1650
SAN FRANCISCO, CA 94104
X

Signatures

Versant Venture Capital VI, L.P. By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer 10/30/2024
**Signature of Reporting Person Date
Versant Ventures VI GP, L.P., By: Versant Ventures VI GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer 10/30/2024
**Signature of Reporting Person Date
Versant Ventures VI GP-GP, LLC By: /s/ Max Eisenberg Its: Chief Operating Officer 10/30/2024
**Signature of Reporting Person Date
Versant Vantage I, LP By: Versant Vantage I GP, L.P. Its: General Partner By: Versant Vantage I GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer 10/30/2024
**Signature of Reporting Person Date
Versant Vantage I GP, L.P., By: Versant Vantage I GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer 10/30/2024
**Signature of Reporting Person Date
Versant Vantage I GP-GP, LLC, By: /s/ Max Eisenberg Its: Chief Operating Officer 10/30/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $9.50 to $10.00, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.
(2) Shares held by Versant Vantage I, L.P. ("Versant Vantage I"). Versant Vantage I GP, L.P. ("Versant Vantage I GP") is the general partner of Versant Vantage I, and Versant Vantage I GP-GP, LLC ("Versant Vantage I GP-GP") is the general partner of Versant Vantage I GP. Each of Versant Vantage I GP-GP and Versant Vantage I GP may be deemed to share voting, investment and dispositive power over the shares held by Versant Vantage I and disclaims beneficial ownership of such shares, except to the extent of their respective pecuniary interests therein.
(3) Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Venture Capital VI, L.P. ("Versant VI") to its partners.
(4) Shares held by Versant VI. Versant Ventures VI GP, L.P. ("Versant Ventures VI GP") is the general partner of Versant VI, and Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP") is the general partner of Versant Ventures VI GP. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP may be deemed to share voting, investment and dispositive power over the shares held by Versant VI and disclaims beneficial ownership of such shares, except to the extent of their respective pecuniary interests therein.
(5) Represents a change in the form of ownership of Versant Ventures VI GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant VI.
(6) Shares held by Versant Ventures VI GP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP and may be deemed to share voting, investment and dispositive power over the shares held by Versant Ventures VI GP and disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.
(7) Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP to its partners.
(8) Represents a change in the form of ownership of Versant Ventures VI GP-GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Ventures VI GP.
(9) Shares held by Versant Ventures VI GP-GP.
(10) Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP-GP to its members.
(11) Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I to its partners.
(12) Represents a change in the form of ownership of Versant Vantage I GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I.
(13) Shares held by Versant Vantage I GP. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP and may be deemed to share voting, investment and dispositive power over the shares held by Versant Vantage I GP and disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.
(14) Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP to its partners.
(15) Represents a change in the form of ownership of Versant Vantage I GP-GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I GP.
(16) Shares held by Versant Vantage I GP-GP.
(17) Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP-GP to its members.
(18) The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $8.36 to $9.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (18) to this Form 4.
(19) The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $9.33 to $9.50, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (19) to this Form 4.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.