Bain Capital Life Sciences Investors, LLC - 12 Feb 2024 Form 4 Insider Report for Kyverna Therapeutics, Inc. (KYTX)

Reporting relationship: 10%+ Owner
Issuer ticker: KYTX
Reported as of: 12 Feb 2024
Net transaction value: +$9,900,000
SEC form: 4
Accepted by SEC: 14 Feb 2024, 17:26:31 UTC
Prior SEC filing: 07 Feb 2024
Next SEC filing: 17 Dec 2024
Source filing: View source filing
Reporting owner signature: See signatures included in Exhibit 99.1

Key filing fact

Bain Capital Life Sciences Investors, LLC filed Form 4 for Kyverna Therapeutics, Inc. (KYTX) on 14 Feb 2024.

Key facts

This page summarizes Bain Capital Life Sciences Investors, LLC's Form 4 filing for Kyverna Therapeutics, Inc. (KYTX).
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 14 Feb 2024, 17:26.

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: +2,713,868
Change %
Price
Shares after: 2,713,868
Date: 12 Feb 2024
Ownership: See footnotes
Footnotes: F1, F2, F4

KYTX transaction

Common Stock

Purchase

Transaction value: $9,900,000
Shares: +450,000
Change %: +17%
Price: $22.00^*
Shares after: 3,163,868
Date: 12 Feb 2024
Ownership: See footnotes
Footnotes: F3, F4

Reported derivative securities

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

KYTX transaction Derivative

Series B Convertible Preferred Stock

Conversion of derivative security

Transaction value: $0
Shares: -12,351,087
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 12 Feb 2024
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 2,713,868
Exercise price
Footnotes: F1, F2, F4

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Bain Capital Life Sciences Investors, 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 4 footnotes

Footnote F1

Each share of the Issuer's Series B Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock at a ratio of one-for-4.5511 immediately prior to the closing of the Issuer's initial public offering. These securities had no expiration date.

Footnote F2

Represents 12,351,087 shares of the Issuer's Series B Convertible Preferred Stock held directly by Bain Capital Life Sciences Opportunities III, LP ("BCLS Fund III Opportunities").

Footnote F3

Represents 450,000 shares of the Issuer's Common Stock purchased by BCLS Fund III Opportunities in the Issuer's initial public offering.

Footnote F4

Bain Capital Life Sciences Investors, LLC ("BCLSI") is the manager of Bain Capital Life Sciences III General Partner, LLC ("BCLS Fund III GP"), which is the general partner of Bain Capital Life Sciences Fund III, L.P. ("BCLS Fund III"), which is the sole member of Bain Capital Life Sciences Opportunities III GP, LLC ("BCLS Fund III Opportunities GP"), which is the general partner of BCLS Fund III Opportunities. As a result, each of BCLSI, BCLS Fund III GP, BCLS Fund III and BCLS Fund III Opportunities GP may be deemed to share voting and dispositive power with respect to the securities held by BCLS Fund III Opportunities. BCLSI, BCLS Fund III GP, BCLS Fund III and BCLS Fund III Opportunities GP each disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.