Katherine V. Stultz - Jan 13, 2021 Form 4 Insider Report for Graphite Bio, Inc. (GRPH)

Role
CHIEF OPERATING OFFICER
Signature
/s/ Franco Valle, attorney-in-fact
Stock symbol
GRPH
Transactions as of
Jan 13, 2021
Transactions value $
$100,001
Form type
4
Date filed
7/1/2021, 07:01 PM
Next filing
Jun 24, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GRPH Common Stock Conversion of derivative security +8.13K +3.91% 216K Jun 29, 2021 Direct F1

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 GRPH Stock Option (right to buy) Award $0 +99.8K $0.00 99.8K Jan 13, 2021 Common Stock 99.8K $0.30 Direct F2, F3, F4
transaction GRPH Series B Preferred Stock Award $100K +19.8K $5.06 19.8K Mar 11, 2021 Common Stock 8.13K Direct F1, F3
transaction GRPH Stock Option (right to buy) Award $0 +210K $0.00 210K Mar 17, 2021 Common Stock 210K $6.11 Direct F2, F3, F5
transaction GRPH Stock Option (right to buy) Award $0 +89.9K $0.00 89.9K Mar 17, 2021 Common Stock 89.9K $6.11 Direct F2, F6
transaction GRPH Series B Preferred Stock Conversion of derivative security $0 -19.8K -100% $0.00* 0 Jun 29, 2021 Common Stock 8.13K Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares of Series B Preferred Stock were convertible at any time at the holder's election and automatically converted on a 2.432-for-one basis into shares of the Issuer's common stock immediately upon the closing of the Issuer's initial public offering ("IPO") without payment of additional consideration. The Series B Preferred Stock had no expiration date.
F2 On June 21, 2021, the Issuer completed a one-for-2.432 reverse stock split of the Issuer's Common Stock ("Reverse Stock Split"). This amount has been adjusted to give effect to this Reverse Stock Split.
F3 This transaction occurred prior to the IPO and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3.
F4 25% of the shares subject to such option vest and become exercisable when the Reporting Person completes twelve months of continuous service after August 31, 2020, and the remainder of the shares vest and become exercisable in substantially equal monthly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date. The option provides for an early exercise provision of unvested shares, subject to the Issuer's right to repurchase.
F5 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of March 17, 2021, subject to the Reporting Person's continuous service to the Issuer on each such date.
F6 The option was granted subject to the achievement by the Company of performance vesting criteria. On June 29, 2021 the performance vesting criteria was met such that the option became reportable. 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of March 17, 2021, subject to the Reporting Person's continuous service to the Issuer on each such date.