Key facts
- This page summarizes EcoR1 Capital, LLC's Form 4 filing for Mersana Therapeutics, Inc. (MRSN).
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 23 Dec 2024, 19:42.
EcoR1 Capital, LLC - 19 Dec 2024 Form 4 Insider Report for Mersana Therapeutics, Inc. (MRSN)
- Reporting relationship
- 10%+ Owner
- Issuer ticker
- MRSN
- Reported as of
- 19 Dec 2024
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 23 Dec 2024, 19:42:08 UTC
- Prior SEC filing
- 08 Nov 2024
- Next SEC filing
- 27 Dec 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
EcoR1 Capital, LLC filed Form 4 for Mersana Therapeutics, Inc. (MRSN) on 23 Dec 2024.
Change
- Previous filing in this sequence was filed on 08 Nov 2024.
- Current net transaction value: $0.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
MRSN
transaction
Common Stock
Other
- Transaction value
- Shares
- -8,036,688
- Change %
- -42%
- Price
- Shares after
- 11,328,000
- Date
- 19 Dec 2024
- Ownership
- See Note
- Footnotes
- F1, F2, F3, F4
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
MRSN
transaction
Derivative
Pre-Funded Warrants
Other
- Transaction value
- Shares
- +8,036,688
- Change %
- Price
- Shares after
- 8,036,688
- Date
- 19 Dec 2024
- Ownership
- See Note
- Underlying class
- Common Stock
- Underlying amount
- 8,036,688
- Exercise price
- $0.000100
- Footnotes
- F1, F2, F5, F6, F7, F8
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
EcoR1 Capital, 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 8 footnotes
Footnote F1
The reporting persons are EcoR1 Capital, LLC ("EcoR1"), Oleg Nodelman and EcoR1 Capital Fund Qualified, L.P. ("Qualified Fund"). EcoR1 is the general partner and investment adviser of private funds, including Qualified Fund (the "Funds"). Mr. Nodelman is the manager and controlling owner of EcoR1. EcoR1 is filing this Form 4 for itself, Mr. Nodelman and Qualified Fund. The filers are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934. The Funds hold these securities directly for the benefit of their investors. EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to the Funds. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1. The filers disclaim beneficial ownership of the securities except to the extent of their respective pecuniary interests therein.
Footnote F2
The Funds exchanged 8,036,688 shares of Common Stock for pre-funded warrants to acquire 8,036,688 shares of Common Stock
Footnote F3
Qualified Fund disposed of 7,578,596 shares of Common Stock disposed of in this exchange
Footnote F4
After this transaction, Qualified Fund owns 10,682,303 shares of Common Stock.
Footnote F5
Qualified Fund acquired 7,578,596 of the pre-funded warrants acquired in this exchange.
Footnote F6
The pre-funded warrants do not have an expiration date.
Footnote F7
Each pre-funded warrant is exercisable to purchase one share of Common Stock, except that a holder of a pre-funded warrant will not be entitled to exercise any pre-funded warrant if, upon giving effect or immediately prior to such exercise, such exercise would result in (i) the aggregate number of shares of Common Stock beneficially owned by such holder (together with its affiliates) exceeding 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise, or (ii) the combined voting power of Company securities beneficially owned by such holder (together with its affiliates) exceeding 9.99% of the combined voting power of all Company securities outstanding immediately after giving effect to such exercise, as such percentage ownership is determined in accordance with the terms of the pre-funded warrants.
Footnote F8
After this transaction, Qualified Fund owned 7,578,596 of the pre-funded warrants.