ORBIMED ADVISORS LLC - 08 Aug 2025 Form 4 Insider Report for Turnstone Biologics Corp. (TSBX)

Role
Director
Signature
/s/ Carl L. Gordon, Member of OrbiMed Advisors LLC
Issuer symbol
TSBX
Transactions as of
08 Aug 2025
Transactions value $
$0
Form type
4
Filing time
12 Aug 2025, 17:22:13 UTC
Previous filing
30 Jul 2025
Next filing
02 Sep 2025

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
ORBIMED ADVISORS LLC Director 601 LEXINGTON AVENUE, 54TH FLOOR, NEW YORK /s/ Carl L. Gordon, Member of OrbiMed Advisors LLC 12 Aug 2025 0001055951
OrbiMed Capital GP VI LLC Director 601 LEXINGTON AVENUE, 54TH FLOOR, NEW YORK /s/ Carl L. Gordon, Member of OrbiMed Capital GP VI LLC 12 Aug 2025 0001682115

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TSBX Common Stock Disposition pursuant to a tender of shares in a change of control transaction -3.1M -100% 0 08 Aug 2025 See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Disposed of pursuant to the terms of the Agreement and Plan of Merger, dated June 26, 2025, by and among the Issuer, XOMA Royalty Corporation ("Purchaser") and XRA 3 Corp., a wholly-owned subsidiary of Purchaser, pursuant to which Purchaser completed a cash tender offer for all outstanding shares of common stock of the Issuer for (i) $0.34 per share in cash, payable subject to any applicable tax withholding and without interest, plus (ii) one non-transferable contractual contingent value right per share, payable subject to any applicable tax withholding and without interest.
F2 These securities are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the general partner of OPI VI, and OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VI. By virtue of such relationships, GP VI and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VI and, as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the securities held by OPI VI.
F3 This report on Form 4 is jointly filed by OrbiMed Advisors and GP VI. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. OrbiMed Advisors has designated a representative, Rishi Gupta ("Gupta"), an employee of OrbiMed Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons or Gupta is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.