Versant Venture Capital VI, L.P. - Jun 17, 2021 Form 3 Insider Report for Century Therapeutics, Inc. (IPSC)

Role
10%+ Owner
Signature
By: /s/ Versant Venture Capital VI, L.P. By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC Its: General Partner By: Robin L. Praeger Its: Managing Director
Stock symbol
IPSC
Transactions as of
Jun 17, 2021
Transactions value $
$0
Form type
3
Date filed
6/17/2021, 05:05 PM
Previous filing
May 14, 2021
Next filing
Jun 23, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding IPSC Common Stock 2.98M Jun 17, 2021 Direct 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 IPSC Series A Preferred Stock Jun 17, 2021 Common Stock 9.94M Direct F1, F2, F3
holding IPSC Series C Preferred Stock Jun 17, 2021 Common Stock 614K See footnote F2, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reportable securities are owned directly by Versant Venture Capital VI, L.P. ("Versant VI"). Versant Ventures VI GP, L.P. ("Versant Ventures VI GP") is the general partner of Versant VI, and Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP") is the general partner of Versant Ventures VI GP. Versant Ventures VI GP and Versant Ventures VI GP-GP may be deemed to indirectly beneficially own the shares beneficially owned by Versant VI, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.
F2 Shares of Series A and Series C Preferred Stock (collectively, the "Preferred Stock") have no expiration date and are convertible, at the option of the holder, into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Issuer's Amended and Restated Certificate of Incorporation (as amended, the "Certificate of Incorporation")). The shares of Preferred Stock will automatically convert into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment in cash in lieu of any fractional shares in accordance with the Certificate of Incorporation) immediately prior to the closing of the Issuer's initial public offering.
F3 Shares of Series A Preferred Stock are convertible into shares of Common Stock at a 2.5161-for-1 conversion rate, which is the applicable conversion rate as of the date hereof.
F4 Shares of Series C Preferred Stock are convertible into shares of Common Stock at a 2.5161-for-1 conversion rate, which is the applicable conversion rate as of the date hereof.
F5 The reportable securities are owned by Versant Vantage II, L.P. ("Versant Vantage II"). Versant Vantage II GP, L.P. ("Versant Vantage II GP") is the general partner of Versant Vantage II, and Versant Vantage II GP-GP, LLC ("Versant Vantage II GP-GP") is the general partner of Versant Vantage II GP. Versant Vantage II GP and Versant Vantage II GP-GP may be deemed to indirectly beneficially own the shares beneficially owned by Versant Vantage II, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.