Robert Nelsen - Oct 24, 2022 Form 4 Insider Report for Prime Medicine, Inc. (PRME)

Role
Director, 10%+ Owner
Signature
/s/ Carman Alenson attorney-in-fact
Stock symbol
PRME
Transactions as of
Oct 24, 2022
Transactions value $
$13,600,000
Form type
4
Date filed
10/26/2022, 08:01 PM
Previous filing
Oct 24, 2022
Next filing
Jan 6, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PRME Common Stock Conversion of derivative security +5.73M 5.73M Oct 24, 2022 By ARCH Venture Fund X, L.P. F1, F2, F3
transaction PRME Common Stock Conversion of derivative security +5.73M 5.73M Oct 24, 2022 By ARCH Venture Fund X Overage, L.P. F1, F3, F4
transaction PRME Common Stock Purchase $6.8M +400K +6.98% $17.00 6.13M Oct 24, 2022 By ARCH Venture Fund X, L.P. F2, F3, F5
transaction PRME Common Stock Purchase $6.8M +400K +6.98% $17.00 6.13M Oct 24, 2022 By ARCH Venture Fund X Overage, L.P. F3, F4, F6
transaction PRME Common Stock Conversion of derivative security +16.1K 16.1K Oct 24, 2022 See footnote F1, F7

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 PRME Series A Convertible Preferred Stock Conversion of derivative security $0 -16.7M -100% $0.00* 0 Oct 24, 2022 Common Stock 5.36M By ARCH Venture Fund X, L.P. F1, F2, F3
transaction PRME Series A Convertible Preferred Stock Conversion of derivative security $0 -16.7M -100% $0.00* 0 Oct 24, 2022 Common Stock 5.36M By ARCH Venture Fund X Overage, L.P. F1, F3, F4
transaction PRME Series B Convertible Preferred Stock Conversion of derivative security $0 -1.14M -100% $0.00* 0 Oct 24, 2022 Common Stock 367K By ARCH Venture Fund X, L.P. F1, F2, F3
transaction PRME Series B Convertible Preferred Stock Conversion of derivative security $0 -1.14M -100% $0.00* 0 Oct 24, 2022 Common Stock 367K By ARCH Venture Fund X Overage, L.P. F1, F3, F4
transaction PRME Series A Convertible Preferred Stock Conversion of derivative security $0 -50K -100% $0.00* 0 Oct 24, 2022 Common Stock 16.1K See footnote F1, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock (together, the "Preferred Stock") were convertible into Common Stock on a one-for-3.10880 basis at any time at the option of the holder, and automatically converted into the number of shares shown in Column 7 immediately prior to the closing of the Issuer's initial public offering on October 24, 2022. The Preferred Stock had no expiration date.
F2 Represents shares held directly by ARCH Venture Fund X, L.P. ("ARCH X"). ARCH Venture Partners X, L.P. ("AVP X LP") is the sole general partner of ARCH X.
F3 ARCH Venture Partners X, LLC ("AVP X LLC") is the sole general partner of each of AVP X LP and AVP X Overage LP. The Reporting Person is a member of the investment committee of AVP X LLC, and may be deemed to share the power to direct the disposition and vote of the shares held by ARCH X and ARCH X Overage. The Reporting Person disclaims beneficial ownership except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
F4 Represents shares held directly by ARCH Venture Fund X Overage, L.P. ("ARCH X Overage"). ARCH Venture Partners X Overage, L.P. ("AVP X Overage LP") is the sole general partner of ARCH X Overage.
F5 Reflects shares purchased by ARCH X in the Issuer's initial public offering.
F6 Reflects shares purchased by ARCH X Overage in the Issuer's initial public offering.
F7 Shares held by a trust for the benefit of family members of the Reporting Person.