Ra Capital Management, L.P. - Jun 29, 2021 Form 3 Insider Report for Aerovate Therapeutics, Inc. (AVTE)

Role: Director, 10%+ Owner
Signature: /s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol: AVTE
Transactions as of: Jun 29, 2021
Transactions value $: $0
Form type: 3
Date filed: 6/29/2021, 07:44 PM
Previous filing: Jun 24, 2021
Next filing: Jun 30, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	AVTE	Common Stock						241K	Jun 29, 2021	See footnote	F1, 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
holding	AVTE	Series Seed Preferred Stock							Jun 29, 2021	Common Stock	1.29M		See footnote	F1, F3, F4
holding	AVTE	Series A Preferred Stock							Jun 29, 2021	Common Stock	3.95M		See footnote	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	Shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund")
F2	Includes (a) 2,650,562 shares of Series A Preferred Stock held by the Fund, (b) 987,244 shares of Series A Preferred Stock held by RA Capital Nexus Fund, L.P. (the "Nexus Fund") and (c) 311,170 shares of Series A Preferred Stock held by a separately managed account (the "Account").
F3	RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
F4	Each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") is convertible into shares of Common Stock of the Issuer on a one-for-3.1060103 basis. Upon the closing of the Issuer's initial public offering, all shares of Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Preferred Stock has no expiration date.