Presidio Management Group X LLC - Aug 25, 2021 Form 3 Insider Report for eFFECTOR Therapeutics, Inc. (EFTR)

Role: 10%+ Owner
Signature: Dale Holladay, Attorney in Fact for each Reporting Person
Stock symbol: EFTR
Transactions as of: Aug 25, 2021
Transactions value $: $0
Form type: 3
Date filed: 8/27/2021, 06:51 PM
Next filing: Nov 12, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	EFTR	Common Stock						3.98M	Aug 25, 2021	Directly owned by USVP X	F1, F2, F4
holding	EFTR	Common Stock						127K	Aug 25, 2021	Directly owned by AFF X	F1, F3, F4
holding	EFTR	Common Stock						691K	Aug 25, 2021	Directly owned by USVP X	F4, F5
holding	EFTR	Common Stock						22.1K	Aug 25, 2021	Directly owned by AFF X	F4, F5

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	EFTR	Earn-out Right							Aug 25, 2021	Common Stock	587K	$0.00	Directly held by USVP X	F4, F6
holding	EFTR	Earn-out Right							Aug 25, 2021	Common Stock	18.8K	$0.00	Directly held by AFF X	F4, F6

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

Explanation of Responses:

Id	Content
F1	On August 25, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of May 26, 2021 (the "Merger Agreement"), by and among the issuer (f/k/a Locust Walk Acquisition Corp.), Locust Walk Merger Sub, Inc. ("Merger Sub"), and eFFECTOR Therapeutics, Inc. ("Old eFFECTOR"), Merger Sub merged with and into Old eFFECTOR with Old eFFECTOR surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Upon consummation of the Merger (the "Effective Time"), each issued and outstanding share of common stock of Old eFFECTOR was automatically cancelled and converted into approximately 0.09657 (the "Exchange Ratio") shares of common stock of the Issuer.
F2	The 3,981,940 shares of common stock held by USVP X represents the conversion of 25,015,222 shares of Series A Preferred, 9,197,554 shares of Series B Preferred and 7,020,627 shares of Series C Preferred of Old eFFECTOR into an aggregate of 41,233,403 shares of Old eFFECTOR common stock and the subsequent cancellation and conversion of such shares into shares of common stock of the Issuer in the Merger at the Exchange Ratio.
F3	The 127,389 shares of common stock held by AFF X represents the conversion of 800,281 shares of Series A Preferred, 294,246 shares of Series B Preferred and 224,604 shares of Series C Preferred of Old eFFECTOR into an aggregate of 1,319,131 shares of Old eFFECTOR common stock and the subsequent cancellation and conversion of such shares into shares of common stock of the Issuer in the Merger at the Exchange Ratio.
F4	Presidio Management Group X, L.L.C. ("PMG X"), the general partner of each of U.S. Venture Partners X, L.P. ("USVP X") and USVP X Affiliates L.P. ("AFF X") (together, the "USVP X Funds"), has sole voting and dispositive power with respect to the shares held by the USVP X Funds. Casey Tansey is the sole managing partner of PMG X and may be deemed to have sole dispositive power over the reported securities held by the USVP X Funds and may be deemed to have shared voting power over the reported securities held by the USVP X Funds. Each of the foregoing persons disclaims beneficial ownership of such securities, except to the extent of any pecuniary interest therein.
F5	Represents common shares issued in the private placement which closed concurrently with the Merger.
F6	Each earn-out right represents a contingent right to receive one share of the Issuer's common stock. Pursuant to an "Earn-Out" provision in the Merger Agreement, the earn-out rights vest upon the Issuer's common stock achieving a price per share which equals or exceeds $20.00 over at least 20 trading days out of a 30 consecutive trading day period prior to August 26, 2023.