Sebastian Bernales - Feb 13, 2024 Form 4 Insider Report for Metagenomi, Inc. (MGX)

Role
Director
Signature
/s/ Matthew L. Wein, attorney-in-fact
Stock symbol
MGX
Transactions as of
Feb 13, 2024
Transactions value $
$0
Form type
4
Date filed
2/14/2024, 04:29 PM
Previous filing
Feb 8, 2024
Next filing
Apr 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MGX Common Stockc Conversion of derivative security +513K +199.74% 770K Feb 13, 2024 Direct F1
transaction MGX Common Stock Conversion of derivative security +1.9M 1.9M Feb 13, 2024 By Humboldt Fund I, LP F1, F2
holding MGX Common Stock 402K Feb 13, 2024 By Praxis Biotech LLC F3

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 MGX Series A-2 Preferred Stock Conversion of derivative security $0 -353K -100% $0.00* 0 Feb 13, 2024 Common Stock 202K Direct F1
transaction MGX Series A-3 Preferred Stock Conversion of derivative security $0 -120K -100% $0.00* 0 Feb 13, 2024 Common Stock 68.5K Direct F1
transaction MGX Series A-4 Preferred Stock Conversion of derivative security $0 -423K -100% $0.00* 0 Feb 13, 2024 Common Stock 242K Direct F1
transaction MGX Series A-4 Preferred Stock Conversion of derivative security $0 -2.06M -100% $0.00* 0 Feb 13, 2024 Common Stock 1.18M By Humboldt Fund I, LP F1, F2
transaction MGX Series B Preferred Stock Conversion of derivative security $0 -1.14M -100% $0.00* 0 Feb 13, 2024 Common Stock 655K By Humboldt Fund I, LP F1, F2
transaction MGX Series B-1 Preferred Stock Conversion of derivative security $0 -107K -100% $0.00* 0 Feb 13, 2024 Common Stock 61K By Humboldt Fund I, LP F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Upon closing of the Issuer's initial public offering, each share of Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series A-4 Preferred Stock, Series B Preferred Stock, and Series B-1 Preferred Stock (collectively, the "Preferred Stock") automatically converted on a one-for-one basis into shares of the Issuer's Common Stock (on an adjusted basis, after giving effect to the reverse stock split of the Common Stock at a ratio of 1 to 1.74692 effected by the Issuer on January 26, 2024). The Preferred Stock had no expiration date.
F2 Represents securities held directly by Humboldt Fund I, LP. Humboldt Fund I, LP is solely managed by Humboldt Capital, LLC, which is in turn managed by Sebastian Bernales, Francisco Dopazo and Benjamin Quiroga. Each of Mr. Bernales, Dopazo and Quiroga expressly disclaims beneficial ownership of the securities held by Humboldt Fund I, LP, except to the extent of his pecuniary interest in such securities.
F3 Represents securities held directly by Praxis Biotech LLC. The Reporting Person disclaims Section 16 beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any of the reported securities for purposes of Section 16 or any other purpose.