Krishna Yeshwant - Jun 16, 2021 Form 3 Insider Report for Verve Therapeutics, Inc. (VERV)

Role
Director, 10%+ Owner
Signature
/s/ Andrew Ashe, Attorney-in-Fact
Stock symbol
VERV
Transactions as of
Jun 16, 2021
Transactions value $
$0
Form type
3
Date filed
6/16/2021, 07:40 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 A Preferred Stock Jun 16, 2021 Common Stock 6.32M By GV 2017, L.P F1, F2
holding VERV Series A-2 Preferred Stock Jun 16, 2021 Common Stock 4.03M By GV 2019 L.P F3, F4
holding VERV Series B Preferred Stock Jun 16, 2021 Common Stock 443K By GV 2019 L.P F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Series A Preferred Stock is convertible into common stock on a 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 reported securities are held directly by GV 2017, L.P. GV 2017 GP, L.P. (the general partner of GV 2017, L.P.), GV 2017 GP, L.L.C. (the general partner of GV 2017 GP, L.P.), Alphabet Holdings LLC (the sole member of GV 2017 GP, L.L.C.), XXVI Holdings Inc. (the sole member of Alphabet Holdings LLC), and Alphabet Inc. (the controlling stockholder of XXVI Holdings Inc.) may each be deemed to have sole power to vote or dispose of these shares. Dr. Yeshwant is an affiliate of GV 2017 GP, L.P. but does not have voting or dispositive power over the shares held by GV 2017, L.P. Dr. Yeshwant disclaims beneficial ownership of the shares held by GV 2017, L.P. except to the extent of his pecuniary interest, if any, therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for the purpose of Section 16 or for any other purpose
F3 The Series A-2 Preferred Stock is convertible into common stock on a 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.
F4 The reported securities are held directly by GV 2019, L.P. GV 2019 GP, L.P. (the general partner of GV 2019, L.P.), GV 2019 GP, L.L.C. (the general partner of GV 2019 GP, L.P.), Alphabet Holdings LLC (the sole member of GV 2019 GP, L.L.C.), XXVI Holdings Inc. (the sole member of Alphabet Holdings LLC), and Alphabet Inc. (the controlling stockholder of XXVI Holdings Inc.) may each be deemed to have sole power to vote or dispose of these shares. Dr. Yeshwant is an affiliate of GV 2019 GP, L.P. but does not have voting or dispositive power over the shares held by GV 2019, L.P. Dr. Yeshwant disclaims beneficial ownership of the shares held by GV 2019, L.P. except to the extent of his pecuniary interest, if any, therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for the purpose of Section 16 or for any other purpose
F5 The Series B Preferred Stock is convertible into common stock on a 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.

Remarks:

Exhibit Index: 24.1 Power of Attorney