Versant Venture Capital VI, L.P. - Jun 29, 2021 Form 4 Insider Report for Graphite Bio, Inc. (GRPH)

Role: 10%+ Owner
Signature: Versant Venture Capital VI, L.P. By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC By: /s/ Robin L. Praeger Its: Managing Director
Stock symbol: GRPH
Transactions as of: Jun 29, 2021
Transactions value $: $3,060,000
Form type: 4
Date filed: 7/1/2021, 07:01 PM
Previous filing: Jun 30, 2021
Next filing: Oct 20, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GRPH	Common Stock	Conversion of derivative security		+12.3M	+522.01%		14.7M	Jun 29, 2021	Direct	F1, F2
transaction	GRPH	Common Stock	Conversion of derivative security		+1.53M			1.53M	Jun 29, 2021	See footnote	F3, F4
transaction	GRPH	Common Stock	Purchase	$3.06M	+180K	+11.78%	$17.00^*	1.71M	Jun 29, 2021	See footnote	F4

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	Series A Preferred Stock	Conversion of derivative security		-30M	-100%		0	Jun 29, 2021	Common Stock	12.3M		Direct	F1, F2
transaction	GRPH	Series B Preferred Stock	Conversion of derivative security		-3.72M	-100%		0	Jun 29, 2021	Common Stock	1.53M		See footnote	F3, F4

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

Explanation of Responses:

Id	Content
F1	These shares of the Series A 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 A Preferred Stock had no expiration date.
F2	These shares are held by Versant Venture Capital VI, L.P. ("VVC VI"). Versant Ventures VI GP-GP, LLC ("VV VI GP") is the sole general partner of Versant Ventures VI GP, L.P. ("VV VI") and VV VI is the sole general partner of VVC VI. Jerel C. Davis, a member of the Issuer's board of directors, is a managing member of VV VI GP and may be deemed to share voting and dispositive power over the shares held by VVC VI. Each of VV VI GP, VV VI and Jerel C. Davis disclaims beneficial ownership of the shares held by VVC VI, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.
F3	These shares of the 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 into shares of the Issuer's common stock immediately upon the closing of the IPO without payment of additional consideration. The Series B Preferred Stock had no expiration date.
F4	These shares are held by Versant Vantage II, L.P. ("VV II"). Versant Vantage II GP-GP, LLC ("VV II GP-GP") is the sole general partner of Versant Vantage II GP, L.P. ("VV II GP") and VV II GP is the sole general partner of VV II. Jerel C. Davis, a member of the Issuer's board of directors, is a managing member of VV II GP-GP and may be deemed to share voting and dispositive power over the shares held by VV II. Each of VV II GP-GP, VV II GP and Jerel C. Davis disclaims beneficial ownership of the shares held by VV II, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.