NSV Partners III LP - Mar 17, 2023 Form 4 Insider Report for Ventyx Biosciences, Inc. (VTYX)

Role: 10%+ Owner
Signature: /s/ NSV Partners III, LP, By: Brenda Marex, Chief Financial Officer
Stock symbol: VTYX
Transactions as of: Mar 17, 2023
Transactions value $: $0
Form type: 4
Date filed: 3/21/2023, 06:10 PM
Previous filing: Mar 7, 2023
Next filing: Apr 10, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VTYX	Common Stock	Other	$0	-591K	-4.76%	$0.00	11.8M	Mar 17, 2023	See Footnotes	F1, F2, F3, F4, F5, F6, F7

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

Explanation of Responses:

Id	Content
F1	NSV Investments II, LP distributed these shares to its limited partners on a pro rata basis, for no consideration.
F2	Consists of (i) 5,576,174 shares owned by NSV Investments I, LP, (ii) 1,096,827 shares owned by NSV Investments III, LP, (iii) 965,752 shares owned by NSV Master Limited Partnership II, LP, (iv) 888,440 shares owned by NSV 2019 Opportunities Fund, LP, (v) 768,073 shares owned by NSV 2018 New Horizons Fund, LP, (vi) 661,632 shares owned by Life & Tech, (vii) 516,102 shares owned by NSV Partners III, LP, (viii) 434,423 shares owned by New Science Ventures, LLC, (ix) 309,635 shares owned by NSV Investments II, LP, (x) 186,107 shares owned by NSV Partners II, LLC (xi) 133,629 shares owned by NSV Growth Opportunities Fund, LP, (xii) 84,232 shares owned by New Science Ventures Fund III, LP, (xiii) 74,032 shares owned by NSV 2017 Opportunities Fund, LP, (xiv) 51,624 shares owned by NSV 2018 Opportunities Fund, LP, (xv) 39,926 shares owned by NSV 2016 Opportunities Fund, LP, (xvi) 26,555 shares owned by New Science Ventures Fund III (Offshore), LP, and
F3	(continued from footnote 2) (xvii) 10,980 shares owned by NSV 2016 Opportunities Fund (Offshore), LP (collectively, the "NSV Funds"). The NSV Funds disclaim beneficial ownership over the shares owned by them, except to the extent of their pecuniary interest therein.
F4	The share totals in the previous footnote include a distribution of 97,188 shares from NSV Investments II, LP to its general partner, NSV Partners III, LP.
F5	NSV Partners III, LP, is the general partner of Life & Tech, NSV 2018 New Horizons Fund LP, NSV Investments I, LP, NSV 2018 Opportunities Fund, LP, NSV 2019 Opportunities Fund, LP, NSV Growth Opportunities Fund, LP, NSV Investments III, LP, and NSV Investments II, LP.
F6	NSV Partners II, LLC, is the general partner of New Science Ventures Fund III, LP, New Science Ventures Fund III (Offshore), LP, NSV 2016 Opportunities Fund, LP, NSV 2016 Opportunities Fund (Offshore), LP, NSV 2017 Opportunities Fund, LP, and NSV Master Limited Partnership II, LP.
F7	Somasundaram Subramaniam is the majority member and managing member of NSV Partners III GP, LLC, and may be deemed to have voting and dispositive power over the shares owned by each entity of which NSV Partners III, LP is general partner. Mr. Subramaniam disclaims beneficial ownership over the shares owned by each of the NSV Funds, except to the extent of his pecuniary interest therein. Mr. Subramaniam is the majority member and managing member NSV Partners II, LLC, and may be deemed to have voting and dispositive power over the shares owned by each entity of which NSV Partners II, LLC is general partner. Mr. Subramaniam is a director of the Issuer and files separate Section 16 reports.