Logos Global Management LP - Jun 21, 2021 Form 4 Insider Report for Verve Therapeutics, Inc. (VERV)

Role: 10%+ Owner
Signature: /s/Arsani William, Managing Partner
Stock symbol: VERV
Transactions as of: Jun 21, 2021
Transactions value $: $7,030,000
Form type: 4
Date filed: 6/22/2021, 05:21 PM
Previous filing: Jun 16, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VERV	Common Stock	Conversion of derivative security		+443K			443K	Jun 21, 2021	See Footnotes	F1, F2, F3
transaction	VERV	Common Stock	Purchase	$7.03M	+370K		$19.00	370K	Jun 21, 2021	Direct

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		-4.1M	-100%		0	Jun 21, 2021	Common Stock	443K		See Footnotes	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Logos Global 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 reporting persons are Logos Opportunities Fund II, LP (the "Fund"), Logos Global Management LP ("LGM"), Logos Global Management GP LLC ("LGM GP"), Logos Opportunities GP LLC ("Fund GP"), Logos GP LLC ("Logos GP"), Dr. Arsani William and Dr. Graham Walmsley. LGM is the investment adviser of private funds, including the Fund. LGM GP is the general partner of LGM. Fund GP is the general partner of the Fund. Logos GP is the manager of Fund GP. Dr. William is the controlling person of LGM and Logos GP and Dr. William and Dr. Walmsley are the managers of the Fund. LGM is filing this report for itself and the other reporting persons. The reporting persons are filing this Form 3 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934.
F3	The Fund holds the securities reported herein directly for the benefit of its investors. The securities may be deemed to be indirectly beneficially owned by LGM as investment adviser to the Fund, by LGM GP as general partner of LGM, by Fund GP as general partner of the Fund, by Logos GP as manager of Fund GP and by Dr. William as controlling person of LGM and Logos GP. The reporting persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.