New Enterprise Associates 15, L.P. - Jun 24, 2021 Form 3 Insider Report for Bright Health Group Inc. (BHG)

Role: 10%+ Owner
Signature: /s/ Sasha Keough, attorney-in-fact
Stock symbol: BHG
Transactions as of: Jun 24, 2021
Transactions value $: $0
Form type: 3
Date filed: 6/24/2021, 09:21 PM
Previous filing: Jun 10, 2021
Next filing: Jun 30, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	BHG	Common Stock						46.9M	Jun 24, 2021	Direct	F1

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	BHG	Series A Preferred							Jun 24, 2021	Common Stock	10.6M		Direct	F1, F2
holding	BHG	Series B Preferred							Jun 24, 2021	Common Stock	26.7M		Direct	F1, F3
holding	BHG	Series C Preferred							Jun 24, 2021	Common Stock	19.5M		Direct	F1, F3
holding	BHG	Series D Preferred							Jun 24, 2021	Common Stock	3.33M		Direct	F1, F3

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

Explanation of Responses:

Id	Content
F1	The securities are directly held by New Enterprise Associates 15, L.P. ("NEA 15") and are indirectly held by NEA Partners 15, L.P. ("NEA Partners 15"), the sole general partner of NEA 15, NEA 15 GP, LLC ("NEA 15 GP"), the sole general partner of NEA Partners 15, and the individual managers of NEA 15 GP (NEA Partners 15, NEA 15 GP and the individual managers of NEA 15 GP (collectively, the "Managers"), together, the "Indirect Reporting Persons"). The Managers of NEA 15 GP are Forest Baskett, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, Scott D. Sandell and Peter W. Sonsini. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 15 in which the Indirect Reporting Persons have no pecuniary interest.
F2	Each share of the Issuer's Series A Preferred Stock will automatically convert into shares of the Issuer's common stock ("Common Stock") on a 1:0.67874873 basis immediately prior to the closing of the Issuer's initial public offering and has no expiration date.
F3	Each share of the Issuer's Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock will automatically convert into shares of Common Stock on a 1:3 basis immediately prior to the closing of the Issuer's initial public offering and has no expiration date.