Rock Springs Capital Management LP - Jun 16, 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
Stock symbol
VERV
Transactions as of
Jun 16, 2021
Transactions value $
$0
Form type
3
Date filed
6/16/2021, 07:15 PM
Next filing
Jun 22, 2021

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 Jun 16, 2021 Common Stock 556K See footnote F1, F2
holding VERV Series B Preferred Stock Jun 16, 2021 Common Stock 153K 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.