Terry P. Gould - Aug 2, 2021 Form 4 Insider Report for Icosavax, Inc. (ICVX)

Role
Director
Signature
/s/ Thomas Russo, Attorney-in-Fact
Stock symbol
ICVX
Transactions as of
Aug 2, 2021
Transactions value $
$2,000,010
Form type
4
Date filed
8/3/2021, 06:56 PM
Previous filing
Jul 28, 2021
Next filing
Sep 13, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ICVX Common Stock Conversion of derivative security $0 +948K $0.00 948K Aug 2, 2021 See footnotes F1, F2, F8, F9
transaction ICVX Common Stock Purchase $720K +48K +5.06% $15.00 996K Aug 2, 2021 See footnotes F2, F8, F10
transaction ICVX Common Stock Conversion of derivative security $0 +917K $0.00 917K Aug 2, 2021 See footnotes F1, F3, F8
transaction ICVX Common Stock Purchase $696K +46.4K +5.06% $15.00 963K Aug 2, 2021 See footnotes F3, F8, F11
transaction ICVX Common Stock Conversion of derivative security $0 +272K $0.00 272K Aug 2, 2021 See footnotes F1, F4, F8, F9
transaction ICVX Common Stock Conversion of derivative security $0 +352K $0.00 352K Aug 2, 2021 See footnotes F1, F5, F8
transaction ICVX Common Stock Conversion of derivative security $0 +526K $0.00 526K Aug 2, 2021 See footnotes F1, F6, F8, F9
transaction ICVX Common Stock Purchase $399K +26.6K +5.06% $15.00 552K Aug 2, 2021 See footnotes F6, F8, F12
transaction ICVX Common Stock Conversion of derivative security $0 +244K $0.00 244K Aug 2, 2021 See footnotes F1, F7, F8
transaction ICVX Common Stock Purchase $186K +12.4K +5.06% $15.00 257K Aug 2, 2021 See footnotes F7, F8, F13

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 ICVX Series A-1 Preferred Stock Conversion of derivative security -3.63M -100% 0 Aug 2, 2021 Common Stock 874K $0.00 See footnotes F1, F2, F8
transaction ICVX Series A-1 Preferred Stock Conversion of derivative security -3.51M -100% 0 Aug 2, 2021 Common Stock 845K $0.00 See footnotes F1, F3, F8
transaction ICVX Series A-1 Preferred Stock Conversion of derivative security -1.04M -100% 0 Aug 2, 2021 Common Stock 251K $0.00 See footnotes F1, F4, F8
transaction ICVX Series A-1 Preferred Stock Conversion of derivative security -1.35M -100% 0 Aug 2, 2021 Common Stock 324K $0.00 See footnotes F1, F5, F8
transaction ICVX Series A-1 Preferred Stock Conversion of derivative security -2.01M -100% 0 Aug 2, 2021 Common Stock 484K $0.00 See footnotes F1, F6, F8
transaction ICVX Series A-1 Preferred Stock Conversion of derivative security -936K -100% 0 Aug 2, 2021 Common Stock 225K $0.00 See footnotes F1, F7, F8
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security -309K -100% 0 Aug 2, 2021 Common Stock 74.4K $0.00 See footnotes F1, F2, F8
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security -299K -100% 0 Aug 2, 2021 Common Stock 72K $0.00 See footnotes F1, F3, F8
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security -88.8K -100% 0 Aug 2, 2021 Common Stock 21.4K $0.00 See footnotes F1, F4, F8
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security -115K -100% 0 Aug 2, 2021 Common Stock 27.6K $0.00 See footnotes F1, F5, F8
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security -172K -100% 0 Aug 2, 2021 Common Stock 41.3K $0.00 See footnotes F1, F6, F8
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security -79.7K -100% 0 Aug 2, 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 On August 2, 2021, the shares of Series A-1 Preferred Stock and Series B-1 Preferred Stock converted into shares of the Issuer's common stock at a ratio of 4.1557-for-1 automatically upon the closing of the Issuer's initial public offering without payment or further consideration. The shares have no expiration date. As a result of the Issuer's initial public offering, the reporting person is no longer a 10% owner of the Issuer and is therefore no longer subject to Section 16 in connection with its transactions in the equity securities of the Issuer.
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.
F9 Includes additional shares of Common Stock as a result of the conversion of Preferred Stock calculated on an aggregate basis of all shares of Preferred Stock held by the holder.
F10 ASVG VI acquired additional shares in the Issuer's initial public offering.
F11 AS GE VII acquired additional shares in the Issuer's initial public offering.
F12 AS 2018 acquired additional shares in the Issuer's initial public offering.
F13 AS 2019 acquired additional shares in the Issuer's initial public offering.