Sofinnova Venture Partners X, L.P. - 02 Jul 2021 Form 4 Insider Report for Aerovate Therapeutics, Inc. (JBIO)

Role: 10%+ Owner
Signature: Sofinnova Venture Partners X, L.P., By: Sofinnova Management X, L.L.C., general partner, By: /s/ Nathalie Auber, Attorney-in-Fact
Issuer symbol: JBIO
Transactions as of: 02 Jul 2021
Net transactions value: +$4,999,988
Form type: 4
Filing time: 06 Jul 2021, 16:28:23 UTC
Previous filing: 29 Jun 2021
Next filing: 06 Jan 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AVTE	Common Stock	Conversion of derivative security		+3,401,544			3,401,544	02 Jul 2021	Direct	F1, F2
transaction	AVTE	Common Stock	Purchase	$4,999,988	+357,142	+10%	$14.00	3,758,686	02 Jul 2021	Direct	F2

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	AVTE	Series A Preferred Stock	Conversion of derivative security		-10,565,238	-100%		0	02 Jul 2021	Common Stock	3,401,544		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Each share of Series A Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock converted into Common Stock on a one-for-3.1060103 basis upon the closing of the Issuer's initial public offering without payment or additional consideration. The Preferred Stock had no expiration date.
F2	The shares are held directly by Sofinnova Venture Partners X, L.P. ("SVP X"). Sofinnova Management X, L.L.C. ("SM X") is the general partner of SVP X and may be deemed to have sole voting, investment and dispositive power with respect to the shares held by SVP X. James I. Healy and Maha Katabi are the managing members of SM X and may be deemed to have shared voting, investment and dispositive power with respect to the shares held by SVP X. Each of the Reporting Persons disclaims beneficial ownership of such securities, except to the extent of his, her or its proportionate pecuniary interest therein.

Content

Each share of Series A Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock converted into Common Stock on a one-for-3.1060103 basis upon the closing of the Issuer's initial public offering without payment or additional consideration. The Preferred Stock had no expiration date.

The shares are held directly by Sofinnova Venture Partners X, L.P. ("SVP X"). Sofinnova Management X, L.L.C. ("SM X") is the general partner of SVP X and may be deemed to have sole voting, investment and dispositive power with respect to the shares held by SVP X. James I. Healy and Maha Katabi are the managing members of SM X and may be deemed to have shared voting, investment and dispositive power with respect to the shares held by SVP X. Each of the Reporting Persons disclaims beneficial ownership of such securities, except to the extent of his, her or its proportionate pecuniary interest therein.