BAYER AKTIENGESELLSCHAFT - 22 Jun 2021 Form 4 Insider Report for Century Therapeutics, Inc. (IPSC)

Role
10%+ Owner
Signature
/s/ Christian Bank, on behalf of Bayer Aktiengesellschaft
Issuer symbol
IPSC
Transactions as of
22 Jun 2021
Net transactions value
+$15,000,000
Form type
4
Filing time
23 Jun 2021, 16:41:21 UTC
Previous filing
17 Jun 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IPSC Common Stock Conversion of derivative security +10,390,600 10,390,600 22 Jun 2021 Direct F1, F2
transaction IPSC Common Stock Conversion of derivative security +1,535,238 +15% 11,925,838 22 Jun 2021 Direct F2, F3
transaction IPSC Common Stock Purchase $15,000,000 +750,000 +6.3% $20.00* 12,675,838 22 Jun 2021 Direct F2

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 IPSC Series B Preferred Stock Conversion of derivative security -26,143,790 -100% 0 22 Jun 2021 Common Stock 10,390,600 Direct F1, F2
transaction IPSC Series C Preferred Stock Conversion of derivative security -3,862,813 -100% 0 22 Jun 2021 Common Stock 1,535,238 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares of Series B Preferred Stock converted into shares of Common Stock at the closing of the Issuer's initial public offering at a 2.5161-for-1 conversion ratio for no consideration, and had no expiration date.
F2 The securities reported are held directly by Bayer World Investments B.V., a Dutch private limited company, which is an indirect, wholly owned subsidiary of Bayer Aktiengesellschaft, a German stock corporation. Accordingly, Bayer Aktiengesellschaft may be deemed to be an indirect beneficial owner of the shares beneficially owned directly by Bayer World Investments B.V.
F3 Shares of Series C Preferred Stock converted into shares of Common Stock at the closing of the Issuer's initial public offering at a 2.5161-for-1 conversion ratio for no consideration, and had no expiration date.