Chee Brian's Form 4/A amendment
AmendedCamp4 Therapeutics CorpCAMP · filed Oct 22, 2024
- Accession no.
- 0000950170-24-116360
- Filed
- Oct 22, 2024, 5:31 PM ET
- Trade date
- Oct 15, 2024
- Filing delay
- 7 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Oct 15, 2024
This filing lists 5 non-derivative transactions and 4 derivative transactions. Open-market purchases total $10.0M. It was filed 7 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Chee BrianCIK 0001295675 | 10% Owner |
| Schulman Amy WCIK 0001438226 | 10% Owner |
| Polaris Partners VII, L.P.CIK 0001611189 | 10% Owner |
| Polaris Entrepreneurs' Fund VII, L.P.CIK 0001615991 | 10% Owner |
| Polaris Management Co. VII, L.L.C.CIK 0001678203 | 10% Owner |
| Polaris Partners GP X, L.L.C.CIK 0001910575 | 10% Owner |
| Polaris Partners X, L.P.CIK 0001910577 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 15, 2024 | Common Stock | CConversionAcquired | +1,250,061 | –F1 | – | 1,250,061 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | CConversionAcquired | +87,448 | –F1 | – | 87,448 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | CConversionAcquired | +353,718 | –F4 | – | 1,603,779 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | CConversionAcquired | +24,745 | –F4 | – | 112,193 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | PPurchaseAcquired | +909,090 | $11.00 | +$9,999,990 | 909,090 | Indirect | Duplicate filing |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 15, 2024 | Common Stock | CConversionDisposed | −1,250,061 | –F1 | – | 0 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | CConversionDisposed | −87,448 | –F1 | – | 0 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | CConversionDisposed | −353,718 | –F4 | – | 0 | Indirect | Duplicate filing |
| Oct 15, 2024 | Common Stock | CConversionDisposed | −24,745 | –F4 | – | 0 | Indirect | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On October 15, 2024, the shares of Series A Prime Convertible Preferred Stock automatically converted into shares of Common Stock on a 11.2158-for-one basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.
Referenced by the price of 2 transactions in Table I and 2 transactions in Table II.
- F2
The reported securities are owned directly by Polaris Partners VII, L.P. ("PP VII"). Polaris Management Co. VII, L.L.C. ("PMC VII") is the general partner of PP VII. Each of David Barrett, Brian Chee, Amir Nashat, a member of the Issuer's board of directors, and Bryce Youngren (collectively, the "PMC VII Managing Members") are the managing members of PMC VII. Each of PMC VII and the PMC VII Managing Members in their respective capacities with respect to PMC VII, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PP VII. Each of PMC VII and the PMC VII Managing Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the PMC VII Managing Members or PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
- F3
The reported securities are owned directly by Polaris Entrepreneurs' Fund VII, L.P. ("PEF VII"). PMC VII is the general partner of PEF VII. Each of PMC VII and the PMC VII Managing Members in their respective capacities with respect to PMC VII, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PEF VII. Each of PMC VII and the PMC VII Managing Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the PMC VII Managing Members or PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
- F4
On October 15, 2024, the shares of Series B Preferred Stock automatically converted into shares of Common Stock on a 11.2158-for-one basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.
Referenced by the price of 2 transactions in Table I and 2 transactions in Table II.
- F5
The reported securities are owned directly by Polaris Partners X, L.P. ("PP X"). Polaris Partners GP X, L.L.C. ("PPGP X") is the general partner of PP X. Each of Amy Schulman and Brian Chee are the managing members of PPGP X (the "PPGP X Managing Members"). Amir Nashat ("Mr. Nashat"), a member of the Issuer's board of directors, is an interest holder of PPGP X. Each of PPGP X, the PPGP X Managing Members and Mr. Nashat, in their respective capacities with respect to PPGP X, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PP X. Each of PPGP X, the PPGP X Managing Members and Mr. Nashat disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the PPGP X Managing Members, Mr. Nashat or PPGP X is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
Remarks
This Form 4/A amends the Form 4 filing dated October 15, 2024 (the "Original Form 4") solely to add Brian Chee as an additional Reporting Person. Although Mr. Chee was disclosed in the Original Form 4, he was not included as a Reporting Person because he did not have codes for the EDGAR system at such time.