Enavate Sciences GP, LLC - Sep 16, 2024 Form 4 Insider Report for Zenas BioPharma, Inc. (ZBIO)

Role: 10%+ Owner
Signature: Enavate Sciences GP, LLC, By: /s/ James P. Boylan, Manager
Stock symbol: ZBIO
Transactions as of: Sep 16, 2024
Transactions value $: $15,000,001
Form type: 4
Date filed: 9/18/2024, 04:15 PM
Previous filing: Sep 12, 2024
Next filing: Oct 10, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZBIO	Common Stock	Conversion of derivative security		+2.88M			2.88M	Sep 16, 2024	By Zebra Aggregator, LP	F1, F2
transaction	ZBIO	Common Stock	Purchase	$15M	+882K	+30.65%	$17.00	3.76M	Sep 16, 2024	By Zebra Aggregator, LP	F2

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	ZBIO	Series B Preferred Stock	Conversion of derivative security		-10.5M	-100%		0	Sep 16, 2024	Common Stock	1.21M		By Zebra Aggregator, LP	F1, F2
transaction	ZBIO	Series C Preferred Stock	Conversion of derivative security		-14.5M	-100%		0	Sep 16, 2024	Common Stock	1.67M		By Zebra Aggregator, LP	F1, F2

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

Enavate Sciences GP, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on an 8.6831-for-one basis without payment of further consideration. Immediately prior to the closing of the Issuer's initial public offering, the Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Preferred Stock has no expiration date.
F2	Shares are directly held by Zebra Aggregator, LP ("Zebra"). Enavate Sciences GP, LLC ("Enavate") is the general partner of Zebra and may be deemed to share voting and investment power with respect to the shares held by Zebra. Enavate disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

Content

Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on an 8.6831-for-one basis without payment of further consideration. Immediately prior to the closing of the Issuer's initial public offering, the Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Preferred Stock has no expiration date.

Shares are directly held by Zebra Aggregator, LP ("Zebra"). Enavate Sciences GP, LLC ("Enavate") is the general partner of Zebra and may be deemed to share voting and investment power with respect to the shares held by Zebra. Enavate disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.