Ra Capital Management, L.P. - Aug 9, 2021 Form 3 Insider Report for Eliem Therapeutics, Inc. (ELYM)

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol
ELYM
Transactions as of
Aug 9, 2021
Transactions value $
$0
Form type
3
Date filed
8/9/2021, 06:16 PM
Previous filing
Aug 13, 2021
Next filing
Aug 16, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ELYM Common Stock 2.87M Aug 9, 2021 See footnotes F2, F3
holding ELYM Common Stock 216K Aug 9, 2021 See footnotes F3, F6

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 ELYM Series A Preferred Stock Aug 9, 2021 Common Stock 2.64M See footnotes F1, F2, F3
holding ELYM Series A-1 Preferred Stock Aug 9, 2021 Common Stock 1.42M See footnotes F1, F2, F3
holding ELYM Series B Preferred Stock Aug 9, 2021 Common Stock 673K See footnotes F1, F2, F3
holding ELYM Series A Preferred Stock Aug 9, 2021 Common Stock 708K See footnotes F1, F3, F4
holding ELYM Series A-1 Preferred Stock Aug 9, 2021 Common Stock 518K See footnotes F1, F3, F4
holding ELYM Series B Preferred Stock Aug 9, 2021 Common Stock 288K See footnotes F1, F3, F5
holding ELYM Series A Preferred Stock Aug 9, 2021 Common Stock 485K See footnotes F1, F3, F6
holding ELYM Series A-1 Preferred Stock Aug 9, 2021 Common Stock 139K See footnotes F1, F3, F6
* 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, Series A-1 Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") is convertible at the option of the holder and will automatically convert into one share of Common Stock of the Issuer upon the closing of the Issuer's initial public offering. The Preferred Stock has no expiration date.
F2 Shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund").
F3 RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, RA Capital Nexus Fund, L.P. (the "Nexus Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") and a separately managed account (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 Shares held directly by the Nexus Fund.
F5 Shares held directly by the Nexus Fund II.
F6 Shares held directly by the Account.

Remarks:

Andrew Levin, a Managing Director of the Adviser, serves on the Issuer's board of directors.