Northpond Ventures GP, LLC - Sep 17, 2021 Form 4 Insider Report for DICE Therapeutics, Inc. (DICE)

Role: 10%+ Owner
Signature: Northpond Ventures GP, LLC, By: /s/ Patrick Smerkers, Senior Vice President, Finance and Operations
Stock symbol: DICE
Transactions as of: Sep 17, 2021
Transactions value $: $3,995,000
Form type: 4
Date filed: 9/20/2021, 09:19 PM
Previous filing: Sep 14, 2021
Next filing: Jan 6, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DICE	Common Stock	Conversion of derivative security		+2.6M			2.6M	Sep 17, 2021	By: Northpond Ventures, LP	F1, F3
transaction	DICE	Common Stock	Conversion of derivative security		+455K	+17.47%		3.06M	Sep 17, 2021	By: Northpond Ventures II, LP	F2, F4
transaction	DICE	Common Stock	Purchase	$4M	+235K	+7.69%	$17.00	3.29M	Sep 17, 2021	By: Northpond Ventures II, LP	F4

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	DICE	Series B Convertible Preferred Stock	Conversion of derivative security		-1.74M	-100%		0	Sep 17, 2021	Common Stock	1.74M		By: Northpond Ventures, LP	F1, F3
transaction	DICE	Series C Convertible Preferred Stock	Conversion of derivative security		-868K	-100%		0	Sep 17, 2021	Common Stock	868K		By: Northpond Ventures, LP	F1, F3
transaction	DICE	Series C-1 Convertible Preferred Stock	Conversion of derivative security		-455K	-100%		0	Sep 17, 2021	Common Stock	455K		By: Northpond Ventures II, LP	F2, F4

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

Explanation of Responses:

Id	Content
F1	Immediately prior to the closing of the initial public offering of DICE Therapeutics, Inc. (the "Issuer"), each share of Series B Convertible Preferred Stock, par value $0.0001 per share (the "Series B Convertible Preferred Stock"), of the Issuer and each share of Series C Convertible Preferred stock, par value $0.0001 per share of the Issuer (the "Series C Convertible Preferred Stock") automatically converted on a one-for-one basis into shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"). The right to convert the Series B Convertible Preferred Stock and Series C Preferred Stock into Common Stock had no expiration date.
F2	Immediately prior to the closing of the initial public offering of the Issuer, each share of Series C-1 Convertible Preferred Stock, par value $0.0001 per share (the "Series C-1 Convertible Preferred Stock"), of the Issuer automatically converted on a one-for-one basis into shares of the Issuer's Common Stock. The right to convert the Series C-1 Convertible Preferred Stock had no expiration date.
F3	Northpond Ventures GP, LLC ("Northpond GP LLC") is the general partner of Northpond Ventures, LP ("Northpond Fund"), and Michael P. Rubin is the managing member of Northpond GP LLC. As a result, each of Northpond GP LLC and Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund. Each of Northpond GP LLC and Mr. Rubin disclaim beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
F4	Northpond Ventures GP II, LLC ("Northpond GP II LLC") is the general partner of Northpond Ventures II, LP ("Northpond Fund II"), and Michael P. Rubin is the managing member of Northpond GP II LLC. As a result, each of Northpond GP II LLC and Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund II. Each of Northpond GP II LLC and Mr. Rubin disclaim beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.