Invus Public Equities, L.P. - Jul 30, 2021 Form 4 Insider Report for Omega Therapeutics, Inc. (OMGA)

Role: 10%+ Owner
Signature: Invus Public Equities, L.P., By: Invus Public Equities Advisors, LLC, its General Partner, By: /s/ Raymond Debbane, President
Stock symbol: OMGA
Transactions as of: Jul 30, 2021
Transactions value $: $16,085,343
Form type: 4
Date filed: 8/3/2021, 05:16 PM
Previous filing: Jul 29, 2021
Next filing: Jun 24, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OMGA	Common Stock	Purchase	$1.21M	+75K		$16.14	75K	Jul 30, 2021	Direct	F1, F2, F3
transaction	OMGA	Common Stock	Conversion of derivative security		+1.32M	+1764.71%		1.4M	Aug 3, 2021	Direct	F2, F3, F4
transaction	OMGA	Common Stock	Purchase	$14.9M	+875K	+62.57%	$17.00	2.27M	Aug 3, 2021	Direct	F2, F3

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	OMGA	Series C Convertible Preferred Stock	Conversion of derivative security		-5M	-100%		0	Aug 3, 2021	Common Stock	1.32M		Direct	F2, F3, F4

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

Invus Public Equities, L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	The shares reported as purchased on July 30, 2021 were purchased in several transactions at actual purchase prices ranging from $16.00 to $16.2068 per share, in each case exclusive of any fees, commissions or other expenses. The price reported reflects the weighted average purchase price for the transactions. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
F2	The shares are held directly by Invus Public Equities, L.P. The general partner of Invus Public Equities, L.P. is Invus Public Equities Advisors, LLC. Artal Treasury Ltd is the managing member of Invus Public Equities Advisors, LLC. Artal Treasury Ltd is a wholly owned subsidiary of the Geneva branch of Artal International S.C.A. The managing partner of Artal International S.C.A. is Artal International Management S.A., which is a wholly owned subsidiary of Artal Group S.A. Westend S.A. is the parent company of Artal Group, S.A., and the majority stockholder of Westend S.A. is Stichting Administratiekantoor Westend ("Stichting").
F3	(Continued from Footnote 2) Mr. Amaury Wittouck is the sole member of the board of Stichting. Each of the Reporting Persons, other than Invus Public Equities L.P., disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such reporting person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Exchange Act, each of the reporting persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose.
F4	The shares of Issuer's preferred stock had no expiration date and were convertible at the holder's election into Issuer's common stock at a conversion ratio of 1-to-0.264706. The preferred stock automatically converted into shares of the Issuer's common stock, for no additional consideration, upon the closing of the Issuer's initial public offering.