Robert Nelsen - Jun 16, 2021 Form 3 Insider Report for Lyell Immunopharma, Inc. (LYEL)

Role
Director, 10%+ Owner
Signature
/s/ Heather Turner, Attorney-in-Fact for Robert Nelsen
Stock symbol
LYEL
Transactions as of
Jun 16, 2021
Transactions value $
$0
Form type
3
Date filed
6/16/2021, 07:20 PM
Previous filing
Jun 4, 2021
Next filing
Jun 23, 2021

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 LYEL Series A Convertible Preferred Stock Jun 16, 2021 Common Stock 17.8M $1.83 ARCH Venture Fund IX, L.P. F1, F2, F3, F4
holding LYEL Series A Convertible Preferred Stock Jun 16, 2021 Common Stock 17.8M $1.83 ARCH Venture Fund IX Overage, L.P. F1, F3, F4, F5
holding LYEL Series C Convertible Preferred Stock Jun 16, 2021 Common Stock 435K $11.49 ARCH Venture Fund IX, L.P. F2, F3, F4, F6
holding LYEL Series C Convertible Preferred Stock Jun 16, 2021 Common Stock 435K $11.49 ARCH Venture Fund IX Overage, L.P. F3, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Series A Convertible Preferred Stock is convertible at any time, at the holder's election, has no expiration date, and will automatically convert to shares of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering on a 1-for-1 basis.
F2 These shares are directly held by ARCH Venture Fund IX, L.P. (ARCH IX). ARCH Venture Partners IX, L.P. (AVP IX LP) is the sole general partner of ARCH IX.
F3 ARCH Venture Partners IX, LLC (AVP IX LLC) is the sole general partner of each of AVP IX LP and AVP IX Overage LP. The Reporting Person is a managing director of AVP IX LLC ("AVP IX MD"). AVP IX LP and AVP IX Overage LP may be deemed to beneficially own the shares held by ARCH IX and ARCH IX Overage, respectively, AVP IX LLC may be deemed to beneficially own the shares held by ARCH IX and ARCH IX Overage, and the AVP IX MD may be deemed to share the power to direct the disposition and vote of the shares held by ARCH IX and ARCH IX Overage. AVP IX LP, AVP IX Overage LP and AVP IX LLC each disclaim beneficial ownership except to the extent of any pecuniary interest therein.
F4 The Reporting Person is an AVP IX MD and may be deemed to beneficially own the shares held by ARCH IX and ARCH IX Overage. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any.
F5 These shares are directly held by ARCH Venture Fund IX Overage, L.P. (ARCH IX Overage). ARCH Venture Partners IX Overage, L.P. (AVP IX Overage LP) is the sole general partner of ARCH IX Overage.
F6 The Series C Convertible Preferred Stock is convertible at any time, at the holder's election, has no expiration date, and will automatically convert to shares of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering on a 1-for-1 basis.