James B. Tananbaum - 23 Dec 2021 Form 4/A - Amendment Insider Report for PARDES BIOSCIENCES, INC. (PRDS)

Role: Director, 10%+ Owner
Signature: /s/ Elizabeth Lacy, Attorney-in-Fact for James B. Tananbaum
Issuer symbol: PRDS
Transactions as of: 23 Dec 2021
Transactions value $: $0
Form type: 4/A - Amendment
Filing time: 30 Dec 2021, 15:30:19 UTC
Date Of Original Report: 28 Dec 2021
Previous filing: 23 Dec 2021
Next filing: 10 Jun 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PRDS	Common Stock	Conversion of derivative security	$0	+4.94M		$0.00	4.94M	23 Dec 2021	See Footnote	F2

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	PRDS	Common Stock	Conversion of derivative security	$0	-4.94M	-100%	$0.00^*	0	23 Dec 2021	Common Stock	4.94M	$0.00	See Footnote	F2

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

Explanation of Responses:

Id	Content
F2	In connection with the closing of Pardes Biosciences, Inc.'s (formerly known as FS Development Corp. II) business combination, shares of Class B Common Stock of FS Development Corp. II converted into common stock of the Issuer. These shares are held by FS Development Holdings II, LLC ("FSD Holdings II"). Each of Foresite Capital Management V, LLC ("FCMVLLC"), Foresite Capital Opportunity Management V, LLC ("FCOMVLLC"), Foresite Capital Fund V, L.P. ("Capital Fund V L.P."), Foresite Capital Opportunity Fund V, L.P. ("Opportunity Fund V L.P.") and Dr. Tananbaum disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

Content

In connection with the closing of Pardes Biosciences, Inc.'s (formerly known as FS Development Corp. II) business combination, shares of Class B Common Stock of FS Development Corp. II converted into common stock of the Issuer. These shares are held by FS Development Holdings II, LLC ("FSD Holdings II"). Each of Foresite Capital Management V, LLC ("FCMVLLC"), Foresite Capital Opportunity Management V, LLC ("FCOMVLLC"), Foresite Capital Fund V, L.P. ("Capital Fund V L.P."), Foresite Capital Opportunity Fund V, L.P. ("Opportunity Fund V L.P.") and Dr. Tananbaum disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

Remarks:

On December 28, 2021, the reporting person filed a Form 4 which contained a clerical error reporting that the reporting person beneficially owned 4,873,750 shares of Class B Common Stock of FS Development Corp. II prior to its business combination. In fact, as reported in this Form 4 Amendment, the reporting person beneficially owned 4,941,250 shares of Class B Common Stock. These shares are held by FSD Holdings II. Each of FCMVLLC, FCOMVLLC, Capital Fund V L.P., Opportunity Fund V L.P. and Dr. Tananbaum disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.