Invus Public Equities, L.P. - 30 Jul 2021 Form 4 Insider Report for Omega Therapeutics, Inc. (OMGAQ)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Aug 2021, 17:16:05 UTC
Prior SEC filing
29 Jul 2021
Next SEC filing
24 Jun 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Invus Public Equities, L.P., By: Invus Public Equities Advisors, LLC, its General Partner, By: /s/ Raymond Debbane, President

Key filing fact

Invus Public Equities, L.P. filed Form 4 for Omega Therapeutics, Inc. (OMGAQ) on 03 Aug 2021.

Key facts

  • This page summarizes Invus Public Equities, L.P.'s Form 4 filing for Omega Therapeutics, Inc. (OMGAQ).
  • 4 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 03 Aug 2021, 17:16.

Change

  • Previous filing in this sequence was filed on 29 Jul 2021.
  • Current net transaction value: +$16,085,342.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

OMGA transaction

Common Stock

Purchase

Transaction value
$1,210,342
Shares
+75,000
Change %
Price
$16.14
Shares after
75,000
Date
30 Jul 2021
Ownership
Direct
Footnotes
F1, F2, F3
OMGA transaction

Common Stock

Conversion of derivative security

Transaction value
Shares
+1,323,530
Change %
+1765%
Price
Shares after
1,398,530
Date
03 Aug 2021
Ownership
Direct
Footnotes
F2, F3, F4
OMGA transaction

Common Stock

Purchase

Transaction value
$14,875,000
Shares
+875,000
Change %
+63%
Price
$17.00
Shares after
2,273,530
Date
03 Aug 2021
Ownership
Direct
Footnotes
F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

OMGA transaction Derivative

Series C Convertible Preferred Stock

Conversion of derivative security

Transaction value
Shares
-5,000,000
Change %
-100%
Price
Shares after
0
Date
03 Aug 2021
Ownership
Direct
Underlying class
Common Stock
Underlying amount
1,323,530
Exercise price
Footnotes
F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Invus Public Equities, L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

The shares reported as purchased on July 30, 2021 were purchased in several transactions at actual purchase prices ranging from $16.00 to $16.2068 per share, in each case exclusive of any fees, commissions or other expenses. The price reported reflects the weighted average purchase price for the transactions. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.

Footnote F2

The shares are held directly by Invus Public Equities, L.P. The general partner of Invus Public Equities, L.P. is Invus Public Equities Advisors, LLC. Artal Treasury Ltd is the managing member of Invus Public Equities Advisors, LLC. Artal Treasury Ltd is a wholly owned subsidiary of the Geneva branch of Artal International S.C.A. The managing partner of Artal International S.C.A. is Artal International Management S.A., which is a wholly owned subsidiary of Artal Group S.A. Westend S.A. is the parent company of Artal Group, S.A., and the majority stockholder of Westend S.A. is Stichting Administratiekantoor Westend ("Stichting").

Footnote F3

(Continued from Footnote 2) Mr. Amaury Wittouck is the sole member of the board of Stichting. Each of the Reporting Persons, other than Invus Public Equities L.P., 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 Exchange Act, 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 of the Exchange Act or for any other purpose.

Footnote F4

The shares of Issuer's preferred stock had no expiration date and were convertible at the holder's election into Issuer's common stock at a conversion ratio of 1-to-0.264706. The preferred stock automatically converted into shares of the Issuer's common stock, for no additional consideration, upon the closing of the Issuer's initial public offering.

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