RA CAPITAL MANAGEMENT, L.P. - 12 Sep 2024 Form 3 Insider Report for Bicara Therapeutics Inc. (BCAX)

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Issuer symbol
BCAX
Transactions as of
12 Sep 2024
Net transactions value
$0
Form type
3
Filing time
12 Sep 2024, 21:27:50 UTC
Previous filing
23 Aug 2024
Next filing
18 Sep 2024
SEC
View on sec.gov

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 BCAX Series B Preferred Stock 12 Sep 2024 Common Stock 1,991,642 See Footnotes F1, F2, F3
holding BCAX Series B Preferred Stock 12 Sep 2024 Common Stock 1,327,761 See Footnotes F1, F2, F4
holding BCAX Series C Preferred Stock 12 Sep 2024 Common Stock 631,256 See Footnotes F1, F2, F3
holding BCAX Series C Preferred Stock 12 Sep 2024 Common Stock 1,172,334 See Footnotes F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") is convertible into shares of Common Stock of the Issuer on a one-for-9.2435 basis without payment of further consideration. Upon the closing of the Issuer's initial public offering, the Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Preferred Stock has no expiration date.
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 III, L.P. (the "Nexus Fund III"). 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 III, 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 Held directly by the Fund.
F4 Held directly by the Nexus Fund III.

Remarks:

Dr. Jake Simson, a Partner of the Adviser, serves on the Issuer's board of directors.