Terry P. Gould - Jul 28, 2021 Form 3 Insider Report for Icosavax, Inc. (ICVX)

Role
Director, 10%+ Owner
Signature
/s/ Thomas Russo, Attorney-in-Fact
Stock symbol
ICVX
Transactions as of
Jul 28, 2021
Transactions value $
$0
Form type
3
Date filed
7/28/2021, 09:29 PM
Previous filing
Jun 16, 2021
Next filing
Aug 3, 2021

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
holding ICVX Series A-1 Preferred Stock Jul 28, 2021 Common Stock 874K $0.00 See footnotes F1, F2, F8
holding ICVX Series A-1 Preferred Stock Jul 28, 2021 Common Stock 845K $0.00 See footnotes F1, F3, F8
holding ICVX Series A-1 Preferred Stock Jul 28, 2021 Common Stock 251K $0.00 See footnotes F1, F4, F8
holding ICVX Series A-1 Preferred Stock Jul 28, 2021 Common Stock 324K $0.00 See footnotes F1, F5, F8
holding ICVX Series A-1 Preferred Stock Jul 28, 2021 Common Stock 484K $0.00 See footnotes F1, F6, F8
holding ICVX Series A-1 Preferred Stock Jul 28, 2021 Common Stock 225K $0.00 See footnotes F1, F7, F8
holding ICVX Series B-1 Preferred Stock Jul 28, 2021 Common Stock 74.4K $0.00 See footnotes F1, F2, F8
holding ICVX Series B-1 Preferred Stock Jul 28, 2021 Common Stock 72K $0.00 See footnotes F1, F3, F8
holding ICVX Series B-1 Preferred Stock Jul 28, 2021 Common Stock 21.4K $0.00 See footnotes F1, F4, F8
holding ICVX Series B-1 Preferred Stock Jul 28, 2021 Common Stock 27.6K $0.00 See footnotes F1, F5, F8
holding ICVX Series B-1 Preferred Stock Jul 28, 2021 Common Stock 41.3K $0.00 See footnotes F1, F6, F8
holding ICVX Series B-1 Preferred Stock Jul 28, 2021 Common Stock 19.2K $0.00 See footnotes F1, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Series A-1 Preferred Stock and Series B-1 Preferred Stock are convertible, at any time, at the holder's election, to shares of the Issuer's common stock at a ratio of 4.1557-for-1. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series A-1 Preferred Stock and Series B-1 Preferred Stock will automatically convert to shares of the Issuer's common stock at a ratio of 4.1557-for-1. The Series A-1 Preferred Stock and Series B-1 Preferred Stock have no expiration date.
F2 The shares are held directly by Adams Street Venture/Growth Fund VI LP ("ASVG VI").
F3 The shares are held directly by Adams Street Growth Equity Fund VII LP ("AS GE VII").
F4 The shares are held directly by Adams Street 2016 Direct Venture/Growth Fund LP ("AS 2016").
F5 The shares are held directly by Adams Street 2017 Direct Venture/Growth Fund LP ("AS 2017").
F6 The shares are held directly by Adams Street 2018 Direct Venture/Growth Fund LP ("AS 2018").
F7 The shares are held directly by Adams Street 2019 Direct Growth Equity Fund LP ("AS 2019").
F8 Adams Street Partners, LLC as the managing member of the general partner of the general partner of ASVG VI, AS GE VII, AS 2016, AS 2017, AS 2018 and AS 2019 (collectively the "Funds"), may be deemed to beneficially own the shares held by the Funds. Thomas S. Bremner, Jeffrey T. Diehl, Elisha P. Gould III, Robin P. Murray and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by the Funds. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Elisha P. Gould, Robin Murray and Fred Wang disclaim beneficial ownership of the shares held by the Funds except to the extent of their pecuniary interest therein.

Remarks:

Exhibit 24 - Power of Attorney