Leon O. Moulder Jr - Sep 12, 2024 Form 4/A - Amendment Insider Report for Zenas BioPharma, Inc. (ZBIO)

Role
Chief Executive Officer, Director
Signature
By: /s/ Chase Jayasekera, Attorney-in-Fact
Stock symbol
ZBIO
Transactions as of
Sep 12, 2024
Transactions value $
$0
Form type
4/A - Amendment
Date filed
9/17/2024, 08:54 PM
Date Of Original Report
Sep 16, 2024
Previous filing
Jun 20, 2024
Next filing
Sep 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZBIO Common Stock Conversion of derivative security +165K +14.75% 1.28M Sep 16, 2024 See Footnote F1, F2, F3
transaction ZBIO Common Stock Conversion of derivative security +108K +2397.81% 113K Sep 16, 2024 Direct F2, F4
transaction ZBIO Common Stock Conversion of derivative security +372K +29.06% 1.65M Sep 16, 2024 See Footnote F2, F3, F5
transaction ZBIO Common Stock Conversion of derivative security +48.3K +42.74% 161K Sep 16, 2024 Direct F2, F5

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 ZBIO Series Seed Convertible Preferred Stock Conversion of derivative security -1.43M -100% 0 Sep 16, 2024 Common Stock 165K See Footnote F1, F3
transaction ZBIO Series A Convertible Preferred Stock Conversion of derivative security -941K -100% 0 Sep 16, 2024 Common Stock 108K Direct F3, F4
transaction ZBIO Series B Convertible Preferred Stock Conversion of derivative security -3.23M -100% 0 Sep 16, 2024 Common Stock 372K See Footnote F3, F4, F5
transaction ZBIO Series B Convertible Preferred Stock Conversion of derivative security -419K -100% 0 Sep 16, 2024 Common Stock 48.3K Direct F4, F5
transaction ZBIO Stock Option (Right to Buy) Award $0 +1.49M $0.00 1.49M Sep 12, 2024 Common Stock 1.49M $17.00 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.
F2 This amendment is being filed solely to correct the previously reported "Amount of Securities Beneficially Owned Following Reported Transactions." This amended Form 4 does not report any new transactions or otherwise modify the transaction details that were previously reported.
F3 Leon O. Moulder, Jr. is the Managing Member of Tellus BioVentures LLC ("Tellus") and may be deemed to have sole voting and dispositive power over the shares held by Tellus. Mr. Moulder is the Issuer's chief executive officer and Chairman of its board of directors. Mr. Moulder disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F4 On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.
F5 On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.
F6 The option vests as to 25% of the underlying shares of common stock on September 12, 2025, the first anniversary of the vesting commencement date, and as to the remaining shares, in equal month installments over 36 months thereafter, subject to continued service.