Bvf Partners L P/Il - Nov 8, 2024 Form 4 Insider Report for 4D Molecular Therapeutics, Inc. (FDMT)

Role
Other*
Signature
BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President
Stock symbol
FDMT
Transactions as of
Nov 8, 2024
Transactions value $
$0
Form type
4
Date filed
11/13/2024, 04:33 PM
Previous filing
Oct 31, 2024
Next filing
Dec 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FDMT Common Stock, $0.0001 par value Other -3.06M -78.67% 830K Nov 8, 2024 Direct F1, F2, F3
transaction FDMT Common Stock, $0.0001 par value Other -2.38M -78.2% 663K Nov 8, 2024 Direct F1, F2, F4
transaction FDMT Common Stock, $0.0001 par value Other -240K -73.19% 87.9K Nov 8, 2024 Direct F1, F2, F5

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 FDMT Pre-Funded Warrant Other +3.06M 3.06M Nov 8, 2024 Common Stock, $0.0001 par value 3.06M $0.00 Direct F1, F2, F3, F6
transaction FDMT Pre-Funded Warrant Other +2.38M 2.38M Nov 8, 2024 Common Stock, $0.0001 par value 2.38M $0.00 Direct F1, F2, F4, F6
transaction FDMT Pre-Funded Warrant Other +240K 240K Nov 8, 2024 Common Stock, $0.0001 par value 240K $0.00 Direct F1, F2, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Bvf Partners L P/Il is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act") that previously collectively beneficially owned over 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
F2 On November 8, 2024, certain of the Reporting Persons entered into an Exchange Agreement with the Issuer (the "Exchange Agreement"), pursuant to which such Reporting Persons agreed to exchange an aggregate of 5,775,000 shares of common stock of the Issuer for a total of 5,775,000 Pre-Funded Warrants (the "Pre-Funded Warrants"). Pursuant to the Exchange Agreement, BVF exchanged 3,062,000 shares for 3,062,000 Pre-Funded Warrants, BVF2 exchanged 2,378,000 shares for 2,378,000 Pre-Funded Warrants and Trading Fund OS exchanged 240,000 shares for 240,000 Pre-Funded Warrants.
F3 Securities owned directly by BVF. As the general partner of BVF, BVF GP may be deemed to beneficially own the securities owned directly by BVF. As the sole member of BVF GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF. As the investment manager of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
F4 Securities owned directly by BVF2. As the general partner of BVF2, BVF2 GP may be deemed to beneficially own the securities owned directly by BVF2. As the sole member of BVF2 GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF2. As the investment manager of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.
F5 Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
F6 Each Pre-Funded Warrant may be exercised for one share of common stock. The Pre-Funded Warrants are exercisable at any time and do not expire. A holder of Pre-Funded Warrants may not exercise such Pre-Funded Warrants if, after giving effect or immediately prior to to such exercise, such holder, its Attribution Parties (as defined in the Warrant To Purchase Shares of Common Stock) and any other persons whose beneficial ownership of shares of common stock would be aggregated with such holder's for purposes of Section 13(d) of the Exchange Act, would beneficially own (i) in excess of 9.99% of the total number of issued and outstanding shares of common stock, or (ii) securities representing voting power in excess of 9.99% of the combined voting power of all of the securities of the Issuer then outstanding, in each case, following such exercise.