Clive Meanwell - 30 Jan 2025 Form 3 Insider Report for Metsera, Inc. (MTSR)

Role: Executive Chairman, Director, 10%+ Owner
Signature: /s/ Christopher J. Visioli, Attorney-in-fact for Clive A. Meanwell, M.B., Ch.B, M.D.
Issuer symbol: MTSR
Transactions as of: 30 Jan 2025
Net transactions value: $0
Form type: 3
Filing time: 30 Jan 2025, 21:32:26 UTC
Previous filing: 08 Feb 2024
Next filing: 22 May 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	MTSR	Common Stock						12,767,462	30 Jan 2025	Held by Validae Health, L.P.	F1

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
holding	MTSR	Stock Option (Right to Buy)							30 Jan 2025	Common Stock	297,907	$8.18	Direct	F2

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

Explanation of Responses:

Id	Content
F1	Shares are held directly by Validae Health, L.P. Population Health GP LLC ("PHP GP LLC"), as the sole general partner of Validae Health, L.P., may be deemed to beneficially own the shares of common stock held by Validae Health, L.P. (the "Validae Shares"). As a member of PHP GP LLC, the Reporting Person may be deemed to share the power to direct the disposition and vote of the Validae Shares. The Reporting Person disclaims beneficial ownership except to any pecuniary interest therein.
F2	The options were granted on November 12, 2024. The options vest and become exercisable in 48 substantially equal monthly installments following September 27, 2024.

Content

Shares are held directly by Validae Health, L.P. Population Health GP LLC ("PHP GP LLC"), as the sole general partner of Validae Health, L.P., may be deemed to beneficially own the shares of common stock held by Validae Health, L.P. (the "Validae Shares"). As a member of PHP GP LLC, the Reporting Person may be deemed to share the power to direct the disposition and vote of the Validae Shares. The Reporting Person disclaims beneficial ownership except to any pecuniary interest therein.

The options were granted on November 12, 2024. The options vest and become exercisable in 48 substantially equal monthly installments following September 27, 2024.

Remarks:

Exhibit 24.1 - Power of Attorney