Ra Capital Management, L.P. - Sep 17, 2021 Form 4 Insider Report for DICE Therapeutics, Inc. (DICE)

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol
DICE
Transactions as of
Sep 17, 2021
Transactions value $
$23,800,000
Form type
4
Date filed
9/20/2021, 04:30 PM
Previous filing
Sep 14, 2021
Next filing
Apr 28, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DICE Common Stock Conversion of derivative security +3.1M 3.1M Sep 17, 2021 See footnotes F1, F2, F4
transaction DICE Common Stock Purchase $22.5M +1.32M +42.66% $17.00 4.42M Sep 17, 2021 See footnotes F2, F4
transaction DICE Common Stock Conversion of derivative security +709K 709K Sep 17, 2021 See footnotes F1, F3, F4
transaction DICE Common Stock Purchase $1.32M +77.6K +10.94% $17.00 786K Sep 17, 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 DICE Series C Preferred Stock Conversion of derivative security $0 -2.46M -100% $0.00* 0 Sep 17, 2021 Common Stock 2.46M See footnotes F1, F2, F4
transaction DICE Series C Preferred Stock Conversion of derivative security $0 -434K -100% $0.00* 0 Sep 17, 2021 Common Stock 434K See footnotes F1, F3, F4
transaction DICE Series C-1 Preferred Stock Conversion of derivative security $0 -642K -100% $0.00* 0 Sep 17, 2021 Common Stock 642K See footnotes F1, F2, F4
transaction DICE Series C-1 Preferred Stock Conversion of derivative security $0 -275K -100% $0.00* 0 Sep 17, 2021 Common Stock 275K 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 September 17, 2021, each share of Series C Preferred Stock and each share of Series C-1 Preferred Stock converted into Common Stock of the Issuer at a ratio of 1-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:

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