Robert Nelsen - Jun 21, 2021 Form 4 Insider Report for Lyell Immunopharma, Inc. (LYEL)

Role: Director, 10%+ Owner
Signature: /s/ Heather Turner, as Attorney-in-fact
Stock symbol: LYEL
Transactions as of: Jun 21, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/23/2021, 05:38 PM
Previous filing: Jun 16, 2021
Next filing: Jun 24, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LYEL	Common Stock	Conversion of derivative security		+18.2M			18.2M	Jun 21, 2021	ARCH Venture Fund IX, L.P.	F1, F2, F3, F4
transaction	LYEL	Common Stock	Conversion of derivative security		+18.2M			18.2M	Jun 21, 2021	ARCH Venture Fund IX Overage, L.P.	F1, F3, F4, 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	LYEL	Series A Convertible Preferred Stock	Conversion of derivative security	$0	-17.8M	-100%	$0.00^*	0	Jun 21, 2021	Common Stock	17.8M		ARCH Venture Fund IX, L.P.	F1, F2, F3, F4
transaction	LYEL	Series A Convertible Preferred Stock	Conversion of derivative security	$0	-17.8M	-100%	$0.00^*	0	Jun 21, 2021	Common Stock	17.8M		ARCH Venture Fund IX Overage, L.P.	F1, F3, F4, F5
transaction	LYEL	Series C Convertible Preferred Stock	Conversion of derivative security	$0	-435K	-100%	$0.00^*	0	Jun 21, 2021	Common Stock	435K		ARCH Venture Fund IX, L.P.	F1, F2, F3, F4
transaction	LYEL	Series C Convertible Preferred Stock	Conversion of derivative security	$0	-435K	-100%	$0.00^*	0	Jun 21, 2021	Common Stock	435K		ARCH Venture Fund IX Overage, L.P.	F1, F3, F4, F5

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

Explanation of Responses:

Id	Content
F1	The Issuer's Series A Convertible Preferred Stock and Series C Convertible Preferred Stock converted into Common Stock on a 1-for-1 basis and had no expiration date.
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.