Rock Springs Capital Management LP - Jun 21, 2021 Form 4 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 21, 2021
Transactions value $
$7,030,000
Form type
4
Date filed
6/22/2021, 05:20 PM
Previous filing
Jun 16, 2021
Next filing
Oct 6, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VERV Common Stock Conversion of derivative security +556K 556K Jun 21, 2021 See Footnote F1, F2
transaction VERV Common Stock Purchase $7.03M +370K +66.51% $19.00 926K Jun 21, 2021 See Footnote F2
transaction VERV Common Stock Conversion of derivative security +153K 153K Jun 21, 2021 See Footnote F1, F3

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 B Preferred Stock Conversion of derivative security -5.15M -100% 0 Jun 21, 2021 Common Stock 556K See Footnote F1, F2
transaction VERV Series B Preferred Stock Conversion of derivative security -1.42M -100% 0 Jun 21, 2021 Common Stock 153K See Footnote F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Rock Springs Capital Management LP 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 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.
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 shares 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 shares held directly by Four Pines.