| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | NGE C | Common Stock | 602K | Dec 13, 2023 | By Bios Fund III, NT, LP | F2, F3, F4, F6 | |||||
| holding | NGE C | Common Stock | 3.73M | Dec 13, 2023 | By Bios Fund III QP, LP | F2, F3, F4, F6 | |||||
| holding | NGE C | Common Stock | 571K | Dec 13, 2023 | By Bios Fund III, LP | F2, F3, F4, F6 | |||||
| holding | NGE C | Common Stock | 574K | Dec 13, 2023 | By Bios Fund II, LP | F2, F3, F4, F6 | |||||
| holding | NGE C | Common Stock | 1.88M | Dec 13, 2023 | By Bios Fund II QP, LP | F2, F3, F4, F6 | |||||
| holding | NGE C | Common Stock | 251K | Dec 13, 2023 | By Bios Fund II NT, LP | F2, F3, F4, F6 | |||||
| holding | NGE C | Common Stock | 997K | Dec 13, 2023 | By BIOS Incysus Co-Invest I, LP | F2, F3, F4, F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NGE C | Pre-Funded Warrants | Purchase | +574K | 574K | Dec 13, 2023 | Common Stock | 574K | $0.00 | By Bios Clinical Opportunity Fund, LP | F1, F5, F6 | |||
| transaction | NGE C | Series A Warrant | Purchase | +574K | 574K | Dec 13, 2023 | Common Stock | 574K | $1.25 | By Bios Clinical Opportunity Fund, LP | F1, F5, F6 | |||
| transaction | NGE C | Series B Warrant | Purchase | +574K | 574K | Dec 13, 2023 | Common Stock | 574K | $1.50 | By Bios Clinical Opportunity Fund, LP | F1, F5, F6 | |||
| holding | NGE C | Stock Option | 12.8K | Dec 13, 2023 | Common Stock | 12.8K | $1.07 | See Footnotes | F2, F3, F4, F6, F7, F8 | |||||
| holding | NGE C | Stock Option | 10.5K | Dec 13, 2023 | Common Stock | 10.5K | $10.00 | See Footnotes | F2, F3, F4, F6, F7, F8 | |||||
| holding | NGE C | Stock Option | 13.5K | Dec 13, 2023 | Common Stock | 13.5K | $2.24 | See Footnotes | F2, F3, F4, F6, F7, F8 | |||||
| holding | NGE C | Stock Option | 85K | Dec 13, 2023 | Common Stock | 85K | $2.12 | See Footnotes | F2, F3, F4, F6, F7, F9 |
| Id | Content |
|---|---|
| F1 | Pursuant to a Securities Purchase Agreement, dated as of December 11, 2023, between In8bio, Inc. (the "Issuer"), Bios Clinical Opportunity Fund, LP ("Bios COF Fund") and the other purchasers signatory thereto, Bios COF Fund purchased from the Issuer in a private placement 574,241 units at a price of $1.22 per unit, each unit consisting of (i) one pre-funded warrant (the "Pre-Funded Warrants") to purchase one share of Common Stock, (ii) one Series A warrant to purchase one share of Common Stock and (iii) one Series B warrant to purchase one share of Common Stock. The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full. |
| F2 | Bios Equity Partners, LP ("Bios Equity I") is the general partner of BP Directors, LP ("Bios Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and BIOS Incysus Co-Invest I, LP ("BIOS Incysus"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP") and Bios Fund III NT, LP ("Bios Fund III NT"). Bios Capital Management, LP ("Bios Management") and Cavu Management, LP ("Cavu Management") are the general partners of Bios Equity II and Bios Equity III. |
| F3 | Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management. Cavu Advisors LLC ("Cavu Advisors") is the general partner of Cavu Management. Bios Management and Bios Advisors are entities managed and controlled by Aaron G.L. Fletcher. Cavu Management and Cavu Advisors are entities managed and controlled by Leslie W. Kreis, Jr. Mr. Fletcher, Bios Management, Bios Advisors, Mr. Kreis, Cavu Management and Cavu Advisors each share voting and investment control with respect to the shares held by Bios Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, BIOS Incysus, Bios Fund III, Bios Fund III QP and Bios Fund III NT (collectively, the "Bios Equity Entities"). |
| F4 | Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors, Mr. Kreis, Cavu Management, Cavu Advisors and the Bios Equity Entities, Mr. Fletcher, Bios Management, Bios Advisors, Mr. Kreis, Cavu Management and Cavu Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities. |
| F5 | Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF Fund. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF Fund. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors my be deemed to beneficially own the securities held directly by Bios COF Fund. |
| F6 | For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. |
| F7 | Consists of options granted in consideration for Travis Whitfill's services as director of the Issuer. Mr. Whitfill has agreed that he will hold any equity based awards granted to Mr. Whitfill in connection with his services as a director of the Issuer merely as a nominee for Bios Directors. Mr. Whitfill is not currently an affiliate of any of the Reporting Persons. |
| F8 | All of the shares subject to the reported options have fully vested. |
| F9 | One twelfth (1/12th) of the shares subject to the reported options shall vest in equal monthly installments commencing on July 15, 2023 and will be fully vested on the date of the next annual meeting of the Issuer's stockholders, subject to the Mr. Whitfill continuing to provide service as a director of the Issuer through each such date. |
This Form 4 is the first of three Section 16 filings relating to the same event, including one Form 3 and two Forms 4. The Form 3 is being filed by Bios COF Fund and Bios Equity COF to reflect their admission as members into the "group" (for Section 13 and Section 16 purposes) previously composed of each of the reporting persons included on this Form 4 and other Form 4 relating to the same event filed by Mr. Kreis as the designated filer. The Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons.