Versant Ventures VII GP-GP, LLC - Sep 14, 2023 Form 3 Insider Report for RayzeBio, Inc. (RYZB)

Role: 10%+ Owner
Signature: /s/ Max Eisenberg, Chief Operating Officer, Versant Ventures VII GP-GP, LLC
Stock symbol: RYZB
Transactions as of: Sep 14, 2023
Transactions value $: $0
Form type: 3
Date filed: 9/14/2023, 09:17 PM

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
holding	RYZB	Series A Convertible Preferred Stock							Sep 14, 2023	Common Stock	3.79M		See Footnote	F1, F3
holding	RYZB	Series B Convertible Preferred Stock							Sep 14, 2023	Common Stock	778K		See Footnote	F1, F3
holding	RYZB	Series B Convertible Preferred Stock							Sep 14, 2023	Common Stock	346K		See Footnote	F1, F4
holding	RYZB	Series C Convertible Preferred Stock							Sep 14, 2023	Common Stock	247K		See Footnote	F2, F4

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

Explanation of Responses:

Id	Content
F1	Each share of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock (the "Preferred Stock") is convertible into shares of Common Stock of the Issuer on a one-for-one basis without payment of additional consideration. Upon the closing of the Issuer's initial public offering (the "IPO"), the Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Preferred Stock has no expiration date.
F2	Each share Series C Convertible Preferred Stock (the "Series C Preferred Stock") is convertible into shares of Common Stock of the Issuer on a one-for-1.14443753806379 basis without payment of additional consideration. Upon the closing of the IPO, the Series C Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Series C Preferred Stock has no expiration date.
F3	These shares are held of record by Versant Venture Capital VII, L.P. ("Versant VII"). Versant Ventures VII GP-GP, LLC ("Versant VII GP LLC") is the general partner of Versant Ventures VII GP, L.P. ("Versant VII GP LP"), which is the general partner of Versant VII, and may be deemed to have shared voting, investment and dispositive power with respect to such shares. Each of Versant VII GP LLC and Versant VII GP LP disclaims beneficial ownership of the shares held by Versant VII, except to the extent of their respective pecuniary interests therein, if any.
F4	These shares are held of record by Versant Vantage I, L.P. ("Vantage I"). Versant Vantage I GP-GP, LLC ("Vantage I GP LLC") is the general partner of Versant Vantage I GP, L.P. ("Vantage I GP LP"), which is the general partner of Vantage I, and may be deemed to have shared voting, investment and dispositive power with respect to such shares. Each of Vantage I GP LLC and Vantage I GP LP disclaims beneficial ownership of the shares held by Vantage I, except to the extent of their respective pecuniary interests therein, if any.