RA CAPITAL MANAGEMENT, L.P. - 14 Sep 2021 Form 3 Insider Report for DICE Therapeutics, Inc.

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Issuer symbol
N/A
Transactions as of
14 Sep 2021
Net transactions value
$0
Form type
3
Filing time
14 Sep 2021, 19:32:12 UTC
Previous filing
18 Aug 2021
Next filing
20 Sep 2021
SEC
View on sec.gov

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 DICE Series C Preferred Stock 14 Sep 2021 Common Stock 2,458,447 $0.000000 See footnotes F1, F2, F3
holding DICE Series C Preferred Stock 14 Sep 2021 Common Stock 433,843 $0.000000 See footnotes F1, F3, F4
holding DICE Series C-1 Preferred Stock 14 Sep 2021 Common Stock 641,635 $0.000000 See footnotes F1, F2, F3
holding DICE Series C-1 Preferred Stock 14 Sep 2021 Common Stock 274,986 $0.000000 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 The shares of Series C Preferred Stock and Series C-1 Preferred Stock are convertible, at any time, at the holder's election, to shares of the Issuer's common stock at a ratio of 1-for-1. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series C Preferred Stock and Series C-1 Preferred Stock will automatically convert to shares of the Issuer's common stock at a ratio of 1-for-1. The Series C Preferred Stock and Series C-1 Preferred Stock has no expiration date.
F2 These securities are 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 and RA Capital Nexus Fund II, L.P. (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.
F4 These securities are held directly by the Nexus Fund II.

Remarks:

Jake Simson, a Partner of the Adviser, serves on the Issuer's board of directors.