Coulter James G's Form 4 filing
Sionna Therapeutics, Inc. (SION) · filed Feb 12, 2025
- Accession no.
- 0001999371-25-001562
- Filed
- Feb 12, 2025, 5:21 PM ET
- Trade date
- Feb 10, 2025
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not checked
This filing lists 2 non-derivative transactions and 4 derivative transactions. Open-market purchases total $20.3M. It was filed 2 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 |
|---|---|
| Coulter James GCIK 0001099776 | 10% Owner |
| Winkelried JonCIK 0001366946 | 10% Owner |
| TPG GP A, LLCCIK 0001903793 | 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 |
|---|---|---|---|---|---|---|---|---|
| Feb 10, 2025 | Common Stock | CConversionAcquired | +4,875,547 | –F3 | – | 5,559,962 | Indirect | |
| Feb 10, 2025 | Common Stock | PPurchaseAcquired | +1,125,000 | $18.00 | +$20,250,000 | 6,684,962 | Indirect |
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 |
|---|---|---|---|---|---|---|---|---|
| Feb 10, 2025 | Common Stock | CConversionDisposed | −873,503 | –F3 | – | 0 | Indirect | |
| Feb 10, 2025 | Common Stock | CConversionDisposed | −1,236,272 | –F3 | – | 0 | Indirect | |
| Feb 10, 2025 | Common Stock | CConversionDisposed | −1,557,408 | –F3 | – | 0 | Indirect | |
| Feb 10, 2025 | Common Stock | CConversionDisposed | −1,208,364 | –F3 | – | 0 | Indirect |
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.
- F3
Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, as amended, the shares of Series Seed Preferred Stock, Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock, in each case of the Issuer (collectively, the "Preferred Stock"), automatically converted into shares of Common Stock upon consummation of the Issuer's initial public offering on February 10, 2025 at a conversion rate (adjusted for a reverse stock split) equal to one share of Common Stock per 1.4611 share of Preferred Stock. The shares of Preferred Stock had previously been convertible, at the option of the holder, at any time into shares of Common Stock.
Referenced by the price of 1 transaction in Table I and 4 transactions in Table II.
Remarks
7. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. 8. Gerald Neugebauer is signing on behalf of Messrs. Coulter and Winkelried pursuant to authorization and designation letters dated January 10, 2024, which were previously filed with the Securities and Exchange Commission.