Third Rock Ventures V, L.P. - Oct 28, 2024 Form 4 Insider Report for Septerna, Inc. (SEPN)

Role
10%+ Owner
Signature
/s/ Kevin Gillis, Chief Operating Officer of TRV GP V, LLC, general partner of Third Rock Ventures GP V, L.P., general partner of Third Rock Ventures V, L.P.
Stock symbol
SEPN
Transactions as of
Oct 28, 2024
Transactions value $
$11,700,000
Form type
4
Date filed
10/28/2024, 04:53 PM
Previous filing
Oct 24, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SEPN Common Stock Conversion of derivative security $0 +4.79M +454.4% $0.00 5.85M Oct 28, 2024 Direct F1, F2, F4
transaction SEPN Common Stock Conversion of derivative security $0 +2.87M $0.00 2.87M Oct 28, 2024 See Footnotes F1, F3, F4
transaction SEPN Common Stock Purchase $6.67M +371K +6.34% $18.00 6.22M Oct 28, 2024 Direct F2, F4
transaction SEPN Common Stock Purchase $5.03M +280K +9.73% $18.00 3.15M Oct 28, 2024 See Footnotes F3, 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 SEPN Series A Preferred Stock Conversion of derivative security $0 -41.3M -100% $0.00 0 Oct 28, 2024 Common Stock 4.79M Direct F1, F2, F4
transaction SEPN Series B Preferred Stock Conversion of derivative security $0 -24.7M -100% $0.00 0 Oct 28, 2024 Common Stock 2.87M See Footnotes F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Upon the closing of the Issuer's initial public offering, each share of Series A Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") automatically converted into Common Stock on a one-for-8.6103 basis without payment of consideration. The Preferred Stock had no expiration date.
F2 The shares are held directly by Third Rock Ventures V, L.P. ("TRV V"). The general partner of TRV V is Third Rock Ventures GP V, L.P. ("TRV GP V"). The general partner of TRV GP V is TRV GP V, LLC ("TRV GP V LLC"). Each of TRV GP V, and TRV GP V LLC, disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares.
F3 The shares are held directly by Third Rock Ventures VI, L.P. ("TRV VI"). The general partner of TRV VI is Third Rock Ventures GP VI, L.P. ("TRV GP VI"). The general partner of TRV GP VI is TRV GP VI, LLC ("TRV GP VI LLC"). Each of TRV GP VI, and TRV GP VI LLC, disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares.
F4 Each of Reporting Persons disclaims the existence of a Section 13(d) "group" as between the TRV V related parties and the TRV VI related parties and this report shall not be deemed an admission that any of such parties is or may be part of such a group with any of the other parties.