GV 2017 GP, L.L.C. - 25 Jul 2025 Form 4 Insider Report for Verve Therapeutics, Inc. (VERV)

Reporting relationship: 10%+ Owner
Issuer ticker: VERV
Reported as of: 25 Jul 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 28 Jul 2025, 17:19:24 UTC
Prior SEC filing: 08 Nov 2022
Next SEC filing: 28 Jan 2026
Source filing: View source filing
Reporting owner signature: /s/ Inga Goldbard, General Counsel of GV 2017 GP, L.L.C.

Key filing fact

GV 2017 GP, L.L.C. filed Form 4 for Verve Therapeutics, Inc. (VERV) on 28 Jul 2025.

Key facts

This page summarizes GV 2017 GP, L.L.C.'s Form 4 filing for Verve Therapeutics, Inc. (VERV).
3 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 28 Jul 2025, 17:19.

Change

Previous filing in this sequence was filed on 08 Nov 2022.
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

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (10)

CIK 0001733338 Primary reporting owner

GV 2017 GP, L.L.C.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2017 GP, L.L.C.
Signature date: 28 Jul 2025

CIK 0001733339

GV 2017 GP, L.P.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2017 GP, L.P.
Signature date: 28 Jul 2025

CIK 0001733340

GV 2017, L.P.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ /s/ Inga Goldbard, General Counsel of GV 2017, L.P.
Signature date: 28 Jul 2025

CIK 0001845038

GV 2019 GP, L.L.C.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2019 GP, L.L.C.
Signature date: 28 Jul 2025

CIK 0001845039

GV 2019 GP, L.P.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2019 GP, L.P.
Signature date: 28 Jul 2025

CIK 0001845041

GV 2019, L.P.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2019, L.P.
Signature date: 28 Jul 2025

CIK 0001961991

GV 2023 GP, L.L.C.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2023 GP, L.L.C.
Signature date: 28 Jul 2025

CIK 0001961990

GV 2023 GP, L.P.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2023 GP, L.P.
Signature date: 28 Jul 2025

CIK 0001961979

GV 2023, L.P.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Inga Goldbard, General Counsel of GV 2023, L.P.
Signature date: 28 Jul 2025

CIK 0001652044

Alphabet Inc.

Relationship: 10%+ Owner
Address: 1600 AMPHITHEATRE PARKWAY, MOUNTAIN VIEW
Signature: /s/ Kathryn W. Hall, Secretary of Alphabet Inc.
Signature date: 28 Jul 2025

Reported non-derivative transactions

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

VERV transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares: -6,108,442
Change %: -100%
Price
Shares after: 0
Date: 25 Jul 2025
Ownership: By GV 2017 L.P.
Footnotes: F1, F2, F3

VERV transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares: -4,260,047
Change %: -100%
Price
Shares after: 0
Date: 25 Jul 2025
Ownership: By GV 2019 L.P.
Footnotes: F1, F2, F4

VERV transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares: -1,800,000
Change %: -100%
Price
Shares after: 0
Date: 25 Jul 2025
Ownership: By GV 2023, L.P.
Footnotes: F1, F2, F5

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

GV 2017 GP, L.L.C. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

In connection with the terms of an Agreement and Plan of Merger, dated as of June 16, 2025 (the "Merger Agreement"), by and among the Issuer, Eli Lilly and Company ("Parent") and Parent's indirect wholly owned subsidiary, Ridgeway Acquisition Corporation ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's common stock (the "Common Stock"). In exchange for each share, tendering stockholders received: (i) $10.50 per share, net to the stockholder in cash, without interest and less any applicable tax withholding (the "Cash Consideration"); plus (ii) one non-tradable contingent value right (each, a "CVR" and, together with the Cash Consideration, the "Offer Price"), which represents the contractual right to receive a contingent payment of up to $3.00 per CVR, net to the stockholder in cash, without interest and less any applicable tax withholding, upon the achievement of a certain specified milestone relating to the Issuer's business,

Footnote F2

(continued from footnote 1) in accordance with the terms and subject to the conditions and other provisions of a contingent value rights agreement entered into by and among Parent, the Purchaser, and Computershare Inc. and its affiliate, Computershare Trust Company, N.A., as the rights agent. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Purchaser merged with and into the Issuer (the "Merger"), effective as of July 25, 2025, with the Issuer continuing as the surviving entity and an indirect wholly owned subsidiary of Parent.

Footnote F3

The securities reported in this row are directly held by GV 2017, L.P. (the "2017 Partnership"). The general partner of the 2017 Partnership is GV 2017 GP, L.P. (the "2017 GP"). The general partner of the 2017 GP is GV 2017 GP, L.L.C. ("GV 2017 LLC"). The sole member of GV 2017 LLC is Alphabet Holdings LLC ("Alphabet Holdings"). The sole member of Alphabet Holdings is XXVI Holdings Inc. ("XXVI"). The controlling stockholder of XXVI is Alphabet Inc. Each of the 2017 GP, GV 2017 LLC, Alphabet Holdings, XXVI, and Alphabet Inc. may be deemed to have voting and investment discretion over the securities directly beneficially owned by the 2017 Partnership. Each of the aforementioned parties disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.

Footnote F4

The securities reported in this row are directly held by GV 2019, L.P. (the "2019 Partnership"). The general partner of the 2019 Partnership is GV 2019 GP, L.P. (the "2019 GP"). The general partner of the 2019 GP is GV 2019 GP, L.L.C. ("GV 2019 LLC"). The sole member of GV 2019 LLC is Alphabet Holdings. The sole member of Alphabet Holdings is XXVI. The controlling stockholder of XXVI is Alphabet Inc. Each of the 2019 GP, GV 2019 LLC, Alphabet Holdings, XXVI, and Alphabet Inc. may be deemed to have voting and investment discretion over the securities directly beneficially owned by the 2019 Partnership. Each of the aforementioned parties disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.

Footnote F5

The securities reported in this row are directly beneficially owned by GV 2023, L.P. (the "2023 Partnership"). GV 2023 GP, L.P. (the "2023 GP") is the general partner of the 2023 Partnership. GV 2023 GP, L.L.C. ("GV 2023 LLC") is the general partner of the 2023 GP. Alphabet Holdings is the sole member of GV 2023 LLC. XXVI is the sole member of Alphabet Holdings. Alphabet Inc. is the controlling stockholder of XXVI. Each of the 2023 GP, GV 2023 LLC, Alphabet Holdings, XXVI and Alphabet Inc. may be deemed to have voting and investment discretion over the securities directly beneficially owned by the 2023 Partnership. Each of the 2023 GP, GV 2023 LLC, Alphabet Holdings, XXVI, and Alphabet Inc. disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.