BAYER HEALTHCARE LLC - 10 Mar 2025 Form 4 Insider Report for Senti Biosciences, Inc. (SNTI)

Role
10%+ Owner
Signature
Bayer HealthCare LLC, By: /s/ Priyal Patel, Name: Priyal Patel, Title: Treasurer
Issuer symbol
SNTI
Transactions as of
10 Mar 2025
Net transactions value
$0
Form type
4
Filing time
12 Mar 2025, 20:31:26 UTC
Previous filing
11 Dec 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SNTI Common Stock Conversion of derivative security +2,222,000 +378% 2,809,848 10 Mar 2025 Direct F1, 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 SNTI Series A Convertible Preferred Stock Conversion of derivative security -2,222 -100% 0 10 Mar 2025 Common Stock 2,222,000 Direct F1, F2, F3
holding SNTI Warrant 3,330,000 10 Mar 2025 Common Stock 3,333,000 $2.30 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A Convertible Preferred Stock ("Series A") automatically converted into 1,000 shares of the Issuer's common stock on the first trading day following the announcement of the Issuer's stockholders approval of the issuance of the Issuer's common stock upon conversion of the shares of Series A, which such announcement occurred on March 7, 2025.
F2 The securities reported are held directly by Bayer HealthCare LLC, a Delaware limited liability company, which is indirectly controlled by Bayer US Holding LP ("BUSH LP"), a Delaware limited partnership. Bayer World Investments B.V. ("BWI"), a Dutch private limited company, is the general partner of BUSH LP. BWI is an indirect, wholly owned subsidiary of Bayer Aktiengesellschaft, a publicly-held German stock corporation. Accordingly, Bayer Aktiengesellschaft may be deemed to be an indirect beneficial owner of the shares beneficially owned directly by Bayer HealthCare LLC.
F3 The reported securities include shares of Series A and warrants purchased by the reporting person for $2,250 per unit. Each unit consists of one share of Series A, convertible into 1,000 shares of the Issuer's common stock, and accompanying warrant coverage to purchase 1,500 shares of the Issuer's common stock for each share of Series A purchased.