RA CAPITAL MANAGEMENT, L.P. - 02 Aug 2021 Form 4 Insider Report for Icosavax, Inc.

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Issuer symbol
N/A
Transactions as of
02 Aug 2021
Net transactions value
+$39,999,990
Form type
4
Filing time
04 Aug 2021, 16:31:17 UTC
Previous filing
28 Jul 2021
Next filing
13 Aug 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ICVX Common Stock Conversion of derivative security +2,645,779 2,645,779 02 Aug 2021 See footnotes F1, F2, F4
transaction ICVX Common Stock Purchase $37,423,500 +2,494,900 +94% $15.00 5,140,679 02 Aug 2021 See footnotes F2, F4
transaction ICVX Common Stock Conversion of derivative security +466,902 466,902 02 Aug 2021 See footnotes F1, F3, F4
transaction ICVX Common Stock Purchase $2,576,490 +171,766 +37% $15.00 638,668 02 Aug 2021 See footnotes F3, F4

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 ICVX Series B-1 Preferred Stock Conversion of derivative security $0 -10,995,066 -100% $0.000000* 0 02 Aug 2021 Common Stock 2,645,779 See footnotes F1, F2, F4
transaction ICVX Series B-1 Preferred Stock Conversion of derivative security $0 -1,940,306 -100% $0.000000* 0 02 Aug 2021 Common Stock 466,902 See footnotes F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 2, 2021, each share of Series B-1 Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 4.1557-for-1 without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.
F2 These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").
F3 These securities are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").
F4 RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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.

Remarks:

Dr. Kolchinsky serves on the Issuer's board of directors