Casdin Partners Master Fund, L.P. - Jun 21, 2021 Form 4 Insider Report for Verve Therapeutics, Inc. (VERV)

Role
10%+ Owner
Signature
/s/ Eli Casdin, Managing Member of the General Partner of, Casdin Partners Master Fund, L.P.
Stock symbol
VERV
Transactions as of
Jun 21, 2021
Transactions value $
$20,900,000
Form type
4
Date filed
6/22/2021, 05:12 PM
Previous filing
Jun 16, 2021
Next filing
Jul 21, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VERV Common Stock Conversion of derivative security +1.01M 1.01M Jun 21, 2021 Direct F1, F2
transaction VERV Common Stock Conversion of derivative security +310K +30.8% 1.32M Jun 21, 2021 Direct F2, F3
transaction VERV Common Stock Purchase $20.9M +1.1M +83.49% $19.00 2.42M Jun 21, 2021 Direct F2

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
transaction VERV Series A-2 Preferred Stock Conversion of derivative security -9.33M -100% 0 Jun 21, 2021 Common Stock 1.01M Direct F1, F2
transaction VERV Series B Preferred Stock Conversion of derivative security -2.87M -100% 0 Jun 21, 2021 Common Stock 310K Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Casdin Partners Master Fund, L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The Series A-2 Preferred Stock converted into shares of the Issuer's common stock, $0.001 par value, on an approximately 9.2595:1 basis automatically immediately prior to the closing of the Issuer's initial public offering. The Series A-2 Preferred Stock had no expiration date.
F2 The shares reflected as beneficially owned by Casdin Partners Master Fund, LP are owned directly by Casdin Partners Master Fund, LP and may be deemed to be indirectly beneficially owned by (i) Casdin Capital, LLC, the investment adviser to Casdin Partners Master Fund, LP, (ii) Casdin Partners GP, LLC, the general partner of Casdin Partners Master Fund LP, and (iii) Eli Casdin, the managing member of Casdin Capital, LLC and Casdin Partners GP, LLC. Each of Casdin Capital, LLC, Casdin Partners GP, LLC and Eli Casdin disclaims beneficial ownership of such securities except to the extent of their respective pecuniary interest therein.
F3 The Series B Preferred Stock converted into shares of the Issuer's common stock, $0.001 par value, on an approximately 9.2595:1 basis automatically immediately prior to the closing of the Issuer's initial public offering. The Series B Preferred Stock had no expiration date.