Casdin Capital, LLC - 10 Jun 2024 Form 4 Insider Report for 2seventy bio, Inc. (TSVT)

Role
Director
Signature
Casdin Capital LLC, By: /s/ Eli Casdin, Managing Member
Issuer symbol
TSVT
Transactions as of
10 Jun 2024
Net transactions value
+$47,356
Form type
4
Filing time
12 Jun 2024, 14:32:24 UTC
Previous filing
05 Jun 2024
Next filing
05 Aug 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TSVT Common Stock, par value $0.0001 per share Award +6,025 +36% 22,625 10 Jun 2024 Direct F1, F2, F3
holding TSVT Common Stock, par value $0.0001 per share 2,000,000 10 Jun 2024 See footnote 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 TSVT Stock Options (Right to buy) Award $47,356 +12,050 $3.93 12,050 10 Jun 2024 Common Stock, par value $0.0001 per share 12,050 $3.93 Direct F3, F5
holding TSVT Stock Options (Right to buy) 33,400 10 Jun 2024 Common Stock, par value $0.0001 per share 33,400 $4.54 Direct F3, F6
holding TSVT Total Return Swap 536,784 10 Jun 2024 Common Stock, par value $0.0001 per share 536,784 See footnote F4, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents the right to receive one share of the Issuer's common Stock, par value $0.0001 per share.
F2 These shares are comprised of (i) 16,000 restricted stock units that vest ratable over three years in annual installments with the first installment vesting on March 20, 2025, subject to the Reporting Person's continued service through the applicable vesting date and (ii) 6,025 restricted stock units that vest on the earlier of (a) June 10, 2025 or (b) the date of the next annual meeting of stockholders of the Issuer.
F3 The securities are owned directly by Eli Casdin.
F4 The securities are owned directly by Casdin Partners Master Fund, L.P. (the "Master Fund") and may be deemed to be indirectly beneficially owned by (i) Casdin Capital, LLC, the investment adviser to the Master Fund ("Casdin"), (ii) Casdin Partners GP, LLC, the general partner of the Master Fund (the "GP"), and (iii) Eli Casdin, the managing member of Casdin and the GP.
F5 This stock option vests on the earlier of (a) June 10, 2025 or (b) the date of the next annual meeting of stockholders of the Issuer.
F6 This stock option vests ratably over three years in annual installments with the first installment vesting on March 20, 2025, subject to the Reporting Person's continued service through the applicable vesting date.
F7 The Master Fund has entered into certain cash-settled total return swap agreements (the "Swap Agreements"), which represent, after the transaction reported herein, economic exposure to an aggregate of 536,784.15 notional shares of the Issuer's Common Stock, par value $0.0001 per share. The Swap Agreements provide the Master Fund with economic results that are comparable to the economic results of ownership but do not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the securities that are referenced by the Swap Agreements.

Remarks:

Eli Casdin has been deputized to represent the Reporting Persons on the board of directors of the Issuer. By virtue of Mr. Casdin's representation, for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons may be deemed directors by deputization of the Issuer. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.