Vineet Agarwal - Nov 3, 2023 Form 4 Insider Report for Korro Bio, Inc. (FREQ)

Role: Chief Financial Officer
Signature: /s/ Shelby Walker, Attorney-in-fact
Stock symbol: FREQ
Transactions as of: Nov 3, 2023
Transactions value $: $0
Form type: 4
Date filed: 11/7/2023, 09:13 PM
Next filing: Oct 18, 2024

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	FREQ	Stock Option (Right to Buy)	Award		+40.9K			40.9K	Nov 3, 2023	Common Stock	40.9K	$11.68	Direct	F1, F2, F3, F4
transaction	FREQ	Stock Option (Right to Buy)	Award		+5.96K			5.96K	Nov 3, 2023	Common Stock	5.96K	$22.75	Direct	F1, F2, F5, F6
transaction	FREQ	Stock Option (Right to Buy)	Award		+2.59K			2.59K	Nov 3, 2023	Common Stock	2.59K	$20.94	Direct	F1, F2, F7, F8
transaction	FREQ	Stock Option (Right to Buy)	Award	$0	+46.5K		$0.00	46.5K	Nov 3, 2023	Common Stock	46.5K	$14.98	Direct	F9

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

Explanation of Responses:

Id	Content
F1	Under the terms of an Agreement and Plan of Merger dated as of July 14, 2023 by and among Korro Bio Ops, Inc. (f/k/a Korro Bio, Inc., "Legacy Korro"), the Issuer (f/k/a Frequency Therapeutics, Inc.) and Frequency Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), on November 3, 2023, Merger Sub merged with and into Legacy Korro (the "Merger"), with Legacy Korro surviving the Merger as a wholly owned subsidiary of the Issuer. Upon the closing of the Merger, each outstanding option to purchase shares of Legacy Korro common stock issued under the Korro Bio, Inc. 2019 Stock Incentive Plan (the "2019 Plan") was assumed by the Issuer and converted into an option to purchase the Issuer's common stock, at an exchange ratio of 0.049688 per share, on the same terms and conditions as were applicable under the 2019 Plan prior to the Merger, after giving effect to a reverse stock split of the Issuer's common stock of 1-for-50.
F2	(Continued from Footnote 1) Subsequent to the Merger, the name of the Issuer was changed from Frequency Therapeutics, Inc. to Korro Bio, Inc.
F3	The shares subject to the option vest as to 25% of the shares on May 11, 2022, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date.
F4	Received in exchange for a stock option to acquire 822,539 shares of Legacy Korro common stock issued under the 2019 Plan pursuant to the Merger Agreement.
F5	The shares subject to the option vest as to 25% of the shares on January 27, 2023, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date.
F6	Received in exchange for a stock option to acquire 120,000 shares of Legacy Korro common stock issued under the 2019 Plan pursuant to the Merger Agreement.
F7	The shares subject to the option vest as to 25% of the shares on January 1, 2024, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date.
F8	Received in exchange for a stock option to acquire 52,156 shares of Legacy Korro common stock issued under the 2019 Plan pursuant to the Merger Agreement.
F9	The shares subject to the option vest in 48 equal monthly installments commencing from November 3, 2023, subject to the Reporting Person's continued service on each such vesting date.