Charles Cherington - 13 Jul 2023 Form 4 Insider Report for Eterna Therapeutics Inc. (ERNA)

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	ERNA	6.0% Senior Convertible Promissory Notes due 2028	Purchase	$3,300,000				$3,300,000	13 Jul 2023	Common Stock	1,153,846	$2.86	Direct	F1, F2
transaction	ERNA	Warrants (right to buy)	Purchase	$288,462	+2,307,692		$0.1250^*	2,307,692	13 Jul 2023	Common Stock	2,307,692	$2.61	Direct	F1, F3

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

Id	Content
F1	The reporting person entered into a Securities Purchase Agreement with the Issuer on July 13, 2023, pursuant to which, on July 14, 2023, the reporting person acquired (i) $3,300,000 principal amount of the Issuer's 6.0% Senior Convertible Promissory Notes due July 2028 (the "Notes") and (ii) 2,307,692 warrants, each exercisable to purchase one share of the Company's common stock, par value $0.005 per share ("Common Stock"), at an exercise price of $2.61 per share (the "Warrants"), representing 200% of the number of shares of Common Stock issuable upon conversion of the Notes immediately after the issuance thereof. The conversion price for each Note included $0.25 ($0.125 for each Warrant) in accordance with Nasdaq rules.
F2	The conversion of the Notes is subject to a 19.99% beneficial ownership limitation.
F3	The exercisability of the Warrants is subject to a 19.99% beneficial ownership limitation.