Gv 2017 Gp, L.L.C. - Jun 21, 2021 Form 4 Insider Report for Verve Therapeutics, Inc. (VERV)

Role: 10%+ Owner
Signature: /s/ Daphne Chang, Authorized Signatory
Stock symbol: VERV
Transactions as of: Jun 21, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/22/2021, 05:20 PM
Previous filing: Jun 16, 2021
Next filing: May 6, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VERV	Common Stock	Conversion of derivative security		+6.32M			6.32M	Jun 21, 2021	By GV 2017, L.P.	F1, 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 Preferred Stock	Conversion of derivative security		-58.5M	-100%		0	Jun 21, 2021	Common Stock	6.32M		By GV 2017, L.P.	F1, F2

* 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 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 Preferred Stock had 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. Each of GV 2017 GP, L.P., GV 2017 GP, L.L.C., Alphabet Holdings LLC, XXVI Holdings Inc., and Alphabet Inc. disclaim beneficial ownership of the shares except to the extent of any pecuniary interest therein.

Content

The Series A 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 Preferred Stock had no expiration date.

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. Each of GV 2017 GP, L.P., GV 2017 GP, L.L.C., Alphabet Holdings LLC, XXVI Holdings Inc., and Alphabet Inc. disclaim beneficial ownership of the shares except to the extent of any pecuniary interest therein.