Northpond Ventures III GP, LLC - 12 Feb 2024 Form 4 Insider Report for Kyverna Therapeutics, Inc. (KYTX)

Reporting relationship: Former 10% Owner
Issuer ticker: KYTX
Reported as of: 12 Feb 2024
Net transaction value: +$9,900,000
SEC form: 4
Accepted by SEC: 12 Feb 2024, 17:51:02 UTC
Prior SEC filing: 07 Feb 2024
Source filing: View source filing
Reporting owner signature: Northpond Ventures III GP, LLC, By: /s/ Patrick Smerkers, Chief Financial Officer

Key filing fact

Northpond Ventures III GP, LLC filed Form 4 for Kyverna Therapeutics, Inc. (KYTX) on 12 Feb 2024.

Key facts

This page summarizes Northpond Ventures III GP, LLC's Form 4 filing for Kyverna Therapeutics, Inc. (KYTX).
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 12 Feb 2024, 17:51.

Change

Previous filing in this sequence was filed on 07 Feb 2024.
Current net transaction value: +$9,900,000.

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.

KYTX transaction

Common Stock

Conversion of derivative security

Transaction value
Shares: +2,805,426
Change %
Price
Shares after: 2,805,426
Date: 12 Feb 2024
Ownership: By: Northpond Ventures III, LP
Footnotes: F1, F2

KYTX transaction

Common Stock

Purchase

Transaction value: $9,900,000
Shares: +450,000
Change %
Price: $22.00^*
Shares after: 450,000
Date: 12 Feb 2024
Ownership: By: Northpond Ventures, LP
Footnotes: F3

Reported derivative securities

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

KYTX transaction Derivative

Series B Preferred Stock

Conversion of derivative security

Transaction value
Shares: -12,767,776
Change %: -100%
Price
Shares after: 0
Date: 12 Feb 2024
Ownership: By: Northpond Ventures III, LP
Underlying class: Common Stock
Underlying amount: 2,805,426
Exercise price
Footnotes: F1, F2

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Northpond Ventures III GP, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Immediately prior to the closing of the initial public offering of Kyverna Therapeutics, Inc. (the "Issuer"), each share of Series B Convertible Preferred Stock, par value $0.00001 per share (the "Series B Preferred Stock"), of the Issuer automatically converted on a 4.5511-for-1 basis into shares of the Issuer's common stock, par value $0.00001 per share (the "Common Stock"). The Series B Preferred Stock had no expiration date.

Footnote F2

Northpond Ventures III GP, LLC ("Northpond III LLC") is the general partner of Northpond Ventures III, LP ("Northpond Fund III"), and Michael P. Rubin is the managing member of Northpond III LLC. As a result, each of Northpond III LLC and Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund III. Each of Northpond III LLC and Mr. Rubin disclaim beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Footnote F3

Northpond Ventures GP, LLC ("Northpond LLC") is the general partner of Northpond Ventures, LP ("Northpond Fund"), and Michael P. Rubin is the managing member of Northpond LLC. As a result, Mr. Rubin may be deemed to share beneficial ownership with respect to the shares held of record by Northpond Fund. Mr. Rubin disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any.