Ra Capital Management, L.P. - Jun 13, 2024 Form 4 Insider Report for Nkarta, Inc. (NKTX)

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol
NKTX
Transactions as of
Jun 13, 2024
Transactions value $
$0
Form type
4
Date filed
6/14/2024, 04:18 PM
Previous filing
Jun 10, 2024
Next filing
Jun 20, 2024

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 NKTX Stock Option (right to buy) Award $0 +22.5K $0.00 22.5K Jun 13, 2024 Common Stock 22.5K $6.23 See Footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 All shares subject to the option vest 100% on the first to occur of (i) June 13, 2025 or (ii) the day immediately preceding the first annual meeting of the Issuer's stockholders to occur after the date of grant of the award, subject to Dr. Scheiner's continued service through the applicable vesting date. Each grant, to the extent outstanding and otherwise unvested, will become fully vested should a "change in control" of the Issuer occur (as described in the applicable award agreement) or upon the Dr. Scheiner's separation from service with the Issuer due to the his death or "disability" (as described in the applicable award agreement).
F2 RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund, L.P. (the "Nexus Fund"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. Each of the Adviser, the Adviser GP, the Fund, the Nexus Fund, Dr. Kolchinsky and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein.
F3 Zachary Scheiner is a Principal of the Adviser who serves on the Issuer's board of directors. Under Dr. Scheiner's arrangement with the Adviser, Dr. Scheiner holds the option for the benefit of the Fund and the Nexus Fund. Dr. Scheiner is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Remarks:

Dr. Zachary Scheiner, a Principal of the Adviser, serves on the Issuer's board of directors.