Ra Capital Management, L.P. - Dec 30, 2024 Form 4 Insider Report for Vor Biopharma Inc. (VOR)

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol
VOR
Transactions as of
Dec 30, 2024
Transactions value $
$0
Form type
4
Date filed
12/30/2024, 06:52 PM
Previous filing
Dec 10, 2024
Next filing
Jan 7, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VOR Common Stock Award +16.9M +80.76% 37.8M Dec 30, 2024 See footnotes F1, F2, F3
holding VOR Common Stock 1.83M Dec 30, 2024 See footnotes F2, F4

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 VOR Warrant (Right to Buy) Award +21.1M 21.1M Dec 30, 2024 Common Stock 21.1M $0.84 See Footnotes F1, F2, F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Share purchased in the transaction reported herein was issued with an accompanying Warrant to purchase 1.25 shares of Common Stock. The purchase price of the securities was $0.99425 per Share and accompanying Warrants.
F2 RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "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, 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.
F5 The Warrants are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Warrants to the extent that such exercise would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.

Remarks:

Mr. Joshua Resnick, a Senior Managing Director of the Adviser, serves on the Issuer's board of directors.