Rock Springs Capital Management LP - 16 Jun 2021 Form 3 Insider Report for Verve Therapeutics, Inc. (VERV)

Role: 10%+ Owner
Signature: Rock Springs Capital Management LP, By: /s/ Graham McPhail, Authorized Signatory
Issuer symbol: VERV
Transactions as of: 16 Jun 2021
Net transactions value: $0
Form type: 3
Filing time: 16 Jun 2021, 19:15:56 UTC
Next filing: 22 Jun 2021
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	VERV	Series B Preferred Stock							16 Jun 2021	Common Stock	556,298		See footnote	F1, F2
holding	VERV	Series B Preferred Stock							16 Jun 2021	Common Stock	152,926		See footnote	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Series B Preferred Stock is convertible into common stock on an approximately 9.2595-for-1 basis into the number of shares of common stock shown in Column 3 without payment of further consideration at the holder's election or upon closing of the initial public offering of the Issuer's common stock. The shares have no expiration date.
F2	The securities reported herein are held of record by Rock Springs Capital Master Fund LP ("Master Fund"). Rock Springs Capital LLC ("RSC") is the general partner of Rock Springs Capital Management LP ("RSCM") which is the investment manager to Master Fund. RSC and RSCM may therefore be deemed to have or share beneficial ownership of the Series B Preferred Stock held directly by Master Fund.
F3	The securities reported herein are held of record by Four Pines Master Fund LP ("Four Pines"). RSC is the general partner of RSCM which is the investment manager to Four Pines. RSC and RSCM may therefore be deemed to have or share beneficial ownership of the Series B Preferred Stock held directly by Four Pines.