David P. Bonita - Sep 19, 2022 Form 4 Insider Report for Third Harmonic Bio, Inc. (THRD)

Role
Director, 10%+ Owner
Signature
Robert Ho, Attorney-in-Fact
Stock symbol
THRD
Transactions as of
Sep 19, 2022
Transactions value $
$5,100,000
Form type
4
Date filed
9/21/2022, 05:59 PM
Previous filing
Sep 14, 2022
Next filing
Oct 27, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction THRD Common Stock Conversion of derivative security +5.48M 5.48M Sep 19, 2022 See Footnote F1, F2, F3
transaction THRD Common Stock Purchase $5.1M +300K +5.48% $17.00 5.78M Sep 19, 2022 See Footnote F2, F3

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 THRD Series A-2 Preferred Stock Conversion of derivative security -8.59M -100% 0 Sep 19, 2022 Common Stock 3.8M See Footnote F1, F2, F3
transaction THRD Series A-3 Preferred Stock Conversion of derivative security -2.44M -100% 0 Sep 19, 2022 Common Stock 1.08M See Footnote F1, F2, F3
transaction THRD Series B Preferred Stock Conversion of derivative security -1.34M -100% 0 Sep 19, 2022 Common Stock 594K See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of the Issuer's Series A-2 Preferred Stock, Series A-3 Preferred Stock, and Series B Preferred Stock automatically converted into the number of shares of the Issuer's Common Stock based on a 1 to 2.259 reverse stock conversion ratio immediately prior to the closing of the Issuer's initial public offering and has no expiration date.
F2 These securities are held of record by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("OrbiMed GP VII") is the general partner of OPI VII and OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of OrbiMed GP VII. The Reporting Person is a member of OrbiMed Advisors. By virtue of such relationships, OrbiMed GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares held by OPI VII.
F3 This report shall not be deemed an admission that any of the Reporting Person, OrbiMed Advisors, or OrbiMed GP VII is a beneficial owner of such securities for the purpose of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.