Carl L. Gordon - 13 Jun 2023 Form 4 Insider Report for Theseus Pharmaceuticals, Inc.

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	THRX	Stock Option (right to buy)	Award	$0	+19,500		$0.000000	19,500	13 Jun 2023	Common Stock	19,500	$9.61	Direct	F1, F2
transaction	THRX	Restricted Stock Unit	Award	$0	+3,250		$0.000000	3,250	13 Jun 2023	Common Stock	3,250		Direct	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Id	Content
F1	The options are subject to a service-based vesting requirement, which shall be satisfied on the earlier of (i) June 9, 2024 or (ii) the day prior to the date of the issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service with the issuer on such vesting date.
F2	Pursuant to an agreement with OrbiMed Advisors LLC and OrbiMed Capital GP VII LLC, the Reporting Person is obligated to transfer any securities issued under any stock options or other awards, or the economic benefit thereof, to OrbiMed Advisors LLC and OrbiMed Capital GP VII LLC, which will in turn ensure that such securities or economic benefits are provided to OrbiMed Private Investments VII, LP.
F3	Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Common Stock, par value $0.001 per share, when vested.
F4	The RSUs are subject to a service-based vesting requirement, which shall be satisfied on the earlier of (i) June 9, 2024 or (ii) the day prior to the date of the issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service with the issuer on such vesting date. The RSUs have no expiration date.