Aaron Royston - Oct 25, 2021 Form 4 Insider Report for Ventyx Biosciences, Inc. (VTYX)

Signature
/s/ Christopher Krueger, as Attorney-in-Fact
Stock symbol
VTYX
Transactions as of
Oct 25, 2021
Transactions value $
$5,000,000
Form type
4
Date filed
10/25/2021, 06:42 PM
Previous filing
Sep 14, 2022
Next filing
Apr 26, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VTYX Common Stock Conversion of derivative security $0 +3.68M $0.00 3.68M Oct 25, 2021 See footnote F1, F2
transaction VTYX Common Stock Purchase $5M +313K +8.48% $16.00 4M Oct 25, 2021 See footnote F2
holding VTYX Common Stock 1.01M Oct 25, 2021 See footnote 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 VTYX Series A Preferred Stock Conversion of derivative security $0 -3.29M -100% $0.00* 0 Oct 25, 2021 Common Stock 3.29M See footnote F1, F2
transaction VTYX Series B Preferred Stock Conversion of derivative security $0 -395K -100% $0.00* 0 Oct 25, 2021 Common Stock 395K See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 All shares of the preferred stock, par value $0.0001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
F2 Shares held by venBio III. venBio GP is the sole general partner of venBio III. venBio Ltd is the sole general partner of venBio GP. The Reporting Person, Robert Adelman and Corey Goodman are each a director of venBio Ltd and may be deemed to share voting and dispositive power over the shares held by venBio III. The Reporting Person disclaims beneficial ownership over the shares held by venBio III except to the extent of his pecuniary interest therein.
F3 Shares held by venBio SPV III, LLC ("venBio SPV"). venBio SPV is wholly owned and managed by venBio Global Strategic Fund III, L.P. ("venBio III"). venBio Global Strategic GP III, L.P., a Cayman Islands partnership ("venBio GP") is the sole general partner of venBio III. venBio Global Strategic GP III, Ltd., a Cayman Islands company ("venBio Ltd") is the sole general partner of venBio GP. The Reporting Person, Robert Adelman and Corey Goodman are each a director of venBio Ltd and may be deemed to share voting and dispositive power over the shares held by venBio SPV. The Reporting Person disclaims beneficial ownership over the shares held by venBio SPV except to the extent of his pecuniary interest therein.