Cormorant Asset Management, LP - 02 Aug 2021 Form 4 Insider Report for Icosavax, Inc. (ICVX)

Role
Former 10% Owner
Signature
/s/ CORMORANT ASSET MANAGEMENT, LP By : Cormorant Asset Management GP, LLC, its General Partner, By: Bihua Chen, Managing Member
Issuer symbol
ICVX
Transactions as of
02 Aug 2021
Transactions value $
$0
Form type
4
Filing time
04 Aug 2021, 16:02:06 UTC
Previous filing
29 Jul 2021
Next filing
05 Aug 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ICVX Common Stock Conversion of derivative security +426K 426K 02 Aug 2021 See Footnotes F1, F2, F3

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 ICVX Series B-1 Convertible Preferred Stock Conversion of derivative security -426K -100% 0 02 Aug 2021 Common Stock 426K See Footnotes F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Cormorant Asset Management, LP is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Shares of Series B-1 Convertible Preferred Stock were convertible at any time at the holder's election, without payment of additional consideration. Such shares had no expiration date but converted into Common Stock automatically upon the closing of the Issuer's initial public offering.
F2 Shares reported herein are held by Cormorant Global Healthcare Master Fund, LP (the "Master Fund"), Cormorant Private Healthcare Fund III, LP ("Fund III") and a managed account (the "Account"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund and Fund III. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.
F3 Represents (i) 93,380 shares of Common Stock held by the Master Fund, (ii) 325,445 shares of Common Stock held by Fund III, and (iii) 7,568 shares held by the Account.
F4 The Series B-1 Convertible Preferred Stock represented, on an as-converted basis, (i) 93,380 shares of Common Stock held by the Master Fund, (ii) 325,445 shares of Common Stock held by Fund III, and (iii) 7,568 shares held by the Account