H. Westphal - Jul 20, 2021 Form 4 Insider Report for TScan Therapeutics, Inc. (TCRX)

Role
10%+ Owner
Signature
/s/ Christoph Westphal
Stock symbol
TCRX
Transactions as of
Jul 20, 2021
Transactions value $
$1,999,995
Form type
4
Date filed
7/22/2021, 04:46 PM
Previous filing
Jul 15, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TCRX Voting Common Stock Conversion of derivative security +1.15M 1.15M Jul 20, 2021 See footnote F2, F3
transaction TCRX Voting Common Stock Purchase $2M +133K +11.64% $15.00 1.28M Jul 20, 2021 See footnote F3, F4
holding TCRX Voting Common Stock 915K Jul 20, 2021 Direct
holding TCRX Voting Common Stock 122K Jul 20, 2021 See footnote 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 TCRX Series A Preferred Stock Conversion of derivative security -642K -100% 0 Jul 20, 2021 Voting Common Stock 642K See footnote F2, F3
transaction TCRX Series B Preferred Stock Conversion of derivative security -333K -100% 0 Jul 20, 2021 Voting Common Stock 333K See footnote F2, F3
transaction TCRX Series C Preferred Stock Conversion of derivative security -171K -100% 0 Jul 20, 2021 Voting Common Stock 171K See footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares are held by the Reporting Person's spouse.
F2 Each share of the Issuer's preferred stock automatically converted on a one for one basis into Voting Common Stock immediately prior to the closing of the Issuer's initial public offering, without payment or further consideration. The preferred stock had no expiration date.
F3 These shares are held by Longwood Fund IV, L.P. ("Longwood"). The general partner of Longwood is Longwood Fund IV GP, LLC ("Longwood GP"). Voting, investment and dispositive decisions at Longwood GP with respect to the securities held by Longwood are made by an investment committee comprised of Christoph Westphal, Richard Aldrich and John Lawrence (collectively, the "IC Members"). Longwood GP and each of the IC Members may be deemed to share voting, investment and dispositive power over the securities held by Longwood and as a result may be deemed to have beneficial ownership over such securities. Longwood GP and each of the IC Members disclaims beneficial ownership over the securities held by Longwood, except to the extent of their respective pecuniary interests therein.
F4 Represents shares purchased in the Issuer's initial public offering.