Clarus Lifesciences III, L.P. - 20 Jul 2021 Form 4 Insider Report for Imago BioSciences, Inc.

Role
10%+ Owner
Signature
See Remarks
Issuer symbol
N/A
Transactions as of
20 Jul 2021
Net transactions value
+$2,400,000
Form type
4
Filing time
20 Jul 2021, 18:05:55 UTC
Previous filing
15 Jul 2021
Next filing
01 Apr 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IMGO Common Stock Conversion of derivative security +1,872,217 1,872,217 20 Jul 2021 See Footnote F1, F2, F3, F4
transaction IMGO Common Stock Conversion of derivative security +1,155,689 +62% 3,027,906 20 Jul 2021 See Footnote F1, F2, F3, F4
transaction IMGO Common Stock Conversion of derivative security +197,131 +6.5% 3,225,037 20 Jul 2021 See Footnote F1, F2, F3, F4
transaction IMGO Common Stock Purchase $2,400,000 +150,000 +4.7% $16.00 3,375,037 20 Jul 2021 See Footnote F2, F3, 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 IMGO Series A convertible Preferred Stock Conversion of derivative security $0 -1,872,217 -100% $0.000000* 0 20 Jul 2021 Common Stock 1,872,217 See Footnote F1, F2, F3, F4
transaction IMGO Series B convertible Preferred Stock Conversion of derivative security $0 -1,155,689 -100% $0.000000* 0 20 Jul 2021 Common Stock 1,155,689 See Footnote F1, F2, F3, F4
transaction IMGO Series C convertible Preferred Stock Conversion of derivative security $0 -197,131 -100% $0.000000* 0 20 Jul 2021 Common Stock 197,131 See Footnote F1, F2, F3, F4
* 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 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into one (1) shares of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering on July 20, 2021 and had no expiration date.
F2 Reflects securities held directly by Clarus Lifesciences III, L.P. Clarus Ventures III GP, L.P. is the general partner of Clarus Lifesciences III, L.P. Blackstone Clarus III L.L.C. is the general partner of Clarus Ventures III GP, L.P. The sole member of Blackstone Clarus III L.L.C. is Blackstone Holdings II L.P. The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP L.L.C. The sole member of Blackstone Holdings I/II GP L.L.C. is The Blackstone Group Inc. The sole holder of the Series II preferred stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
F3 Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
F4 Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

CLARUS LIFESCIENCES III, L.P., By: Clarus Ventures III GP, L.P., its GP, By: Blackstone Clarus III, L.L.C., its GP, By: Blackstone Holdings II L.P., its managing member, By: Blackstone Holdings I/II GP L.L.C., its GP, By: /s/ Tabea Hsi, SMD CLARUS VENTURES III GP, L.P., By: Blackstone Clarus III, L.L.C., its GP, By: Blackstone Holdings II L.P., its managing member, By: Blackstone Holdings I/II GP L.L.C., its GP, By: /s/ Tabea Hsi, Title: Senior Managing Director BLACKSTONE CLARUS III L.L.C., By: Blackstone Holdings II L.P., its managing member, By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ Tabea Hsi, Title: Senior Managing Director BLACKSTONE HOLDINGS II L.P., By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ Tabea Hsi, Title: Senior Managing Director BLACKSTONE HOLDINGS I/II GP L.L.C., By: /s/ Tabea Hsi, Title: Senior Managing Director THE BLACKSTONE GROUP INC., By: /s/ Tabea Hsi, Title: Senior Managing Director BLACKSTONE GROUP MANAGEMENT L.L.C., By: /s/ Tabea Hsi, Title: Senior Managing Director /s/ Stephen A. Schwarzman