Third Rock Ventures IV, L.P. - Aug 25, 2021 Form 4 Insider Report for Magenta Therapeutics, Inc. (MGTA)

Role: 10%+ Owner
Signature: /s/ Kevin Gillis, Chief Operating Officer of TRV GP IV, LLC, general partner of Third Rock Ventures GP IV, L.P., general partner of Third Rock Ventures IV, L.P.
Stock symbol: MGTA
Transactions as of: Aug 25, 2021
Transactions value $: $0
Form type: 4
Date filed: 8/26/2021, 05:54 PM
Previous filing: Aug 12, 2021
Next filing: Feb 9, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MGTA	Common Stock	Other		-1.25M	-15.61%		6.76M	Aug 25, 2021	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	On August 25, 2021, Third Rock Ventures IV, L.P. ("TRV IV") distributed for no consideration, 1,250,000 shares of Common Stock of the Issuer (the "Shares") to its limited partners and to Third Rock Ventures GP IV, L.P. ("TRV GP IV"), the general partner of TRV IV, representing each such partner's pro rata interest in such Shares. On the same date, TRV GP IV distributed, for no consideration, the Shares it received in the distribution by TRV IV to its partners, representing each such partner's pro rata interest in such Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.
F2	These shares are directly held by TRV IV. The general partner of TRV IV is TRV GP IV. The general partner of TRV GP IV is TRV GP IV, LLC ("TRV GP IV LLC"). Each of TRV GP IV and TRV GP IV LLC disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares.

Content

On August 25, 2021, Third Rock Ventures IV, L.P. ("TRV IV") distributed for no consideration, 1,250,000 shares of Common Stock of the Issuer (the "Shares") to its limited partners and to Third Rock Ventures GP IV, L.P. ("TRV GP IV"), the general partner of TRV IV, representing each such partner's pro rata interest in such Shares. On the same date, TRV GP IV distributed, for no consideration, the Shares it received in the distribution by TRV IV to its partners, representing each such partner's pro rata interest in such Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.

These shares are directly held by TRV IV. The general partner of TRV IV is TRV GP IV. The general partner of TRV GP IV is TRV GP IV, LLC ("TRV GP IV LLC"). Each of TRV GP IV and TRV GP IV LLC disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares.