Paul L. Berns - 03 Feb 2025 Form 4 Insider Report for Metsera, Inc. (MTSR)

Reporting relationship: Director
Issuer ticker: MTSR
Reported as of: 03 Feb 2025
Net transaction value: +$14,219,964
SEC form: 4
Accepted by SEC: 03 Feb 2025, 19:04:05 UTC
Prior SEC filing: 30 Jan 2025
Next SEC filing: 18 Feb 2025
Source filing: View source filing
Reporting owner signature: /s/ Christopher J. Visioli, Attorney-in-fact for Paul L. Berns

Key filing fact

Paul L. Berns filed Form 4 for Metsera, Inc. (MTSR) on 03 Feb 2025.

Key facts

This page summarizes Paul L. Berns's Form 4 filing for Metsera, Inc. (MTSR).
4 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 03 Feb 2025, 19:04.

Change

Previous filing in this sequence was filed on 30 Jan 2025.
Current net transaction value: +$14,219,964.

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.

MTSR transaction

Common Stock

Conversion of derivative security

Transaction value
Shares: +7,523,682
Change %
Price
Shares after: 7,523,682
Date: 03 Feb 2025
Ownership: See footnote
Footnotes: F1, F2

MTSR transaction

Common Stock

Purchase

Transaction value: $14,219,964
Shares: +789,998
Change %: +11%
Price: $18.00
Shares after: 8,313,680
Date: 03 Feb 2025
Ownership: See footnote
Footnotes: F2

MTSR holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 957,559
Date: 03 Feb 2025
Ownership: Direct

Reported derivative securities

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

MTSR transaction Derivative

Series A Convertible Preferred Stock

Conversion of derivative security

Transaction value
Shares: -15,000,000
Change %: -100%
Price
Shares after: 0
Date: 03 Feb 2025
Ownership: See footnote
Underlying class: Common Stock
Underlying amount: 6,383,731
Exercise price
Footnotes: F1, F2

MTSR transaction Derivative

Series B Convertible Preferred Stock

Conversion of derivative security

Transaction value
Shares: -2,678,571
Change %: -100%
Price
Shares after: 0
Date: 03 Feb 2025
Ownership: See footnote
Underlying class: Common Stock
Underlying amount: 1,139,951
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

Explanation of responses 2 footnotes

Footnote F1

The shares of Issuer's preferred stock have no expiration date and are convertible at the holder's election into Issuer's common stock at a conversion ratio of 1-for-2.349723. 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.

Footnote F2

Represents shares held directly by ARCH Venture Fund XIII, L.P.("ARCH Venture Fund XIII"). ARCH Venture Partners XIII, L.P. ("AVP XIII LP"), as the sole general partner of ARCH Venture Fund XIII, may be deemed to beneficially own the shares held by ARCH Venture Fund XIII. ARCH Venture Partners XIII, LLC ("AVP XIII LLC"), as the sole general partner of AVP XIII LP, may be deemed to beneficially own the shares held by ARCH Venture Fund XIII. AVP XIII LP and AVP XIII LLC disclaim beneficial ownership except to the extent of any pecuniary interest therein. As members of the investment committee of AVP XIII LLC, each of Paul L. Berns, Kristina M. Burow, Keith Crandell, Steven Gillis and Robert Nelsen (the "AVP XIII Committee Members") may also be deemed to share the power to direct the disposition and vote of the ARCH Venture Fund XIII shares. Each AVP XIII Committee Member disclaims beneficial ownership except to the extent of any pecuniary interest therein.