Form 4 for KRRO Korro Bio, Inc.
Accepted 2023-11-07 00:00:00 ET · period of report 2023-11-03 · accession 0000950170-23-060608 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-11-07 | 2023-11-03 | KRRO | Bermingham Nessan | Dir | A - Grant | — | +35.1K | 35.1K | New | — |
| DM | 2023-11-07 | 2023-11-03 | KRRO | Bermingham Nessan | Dir | A - Grant | — | +91.8K | 24.7K | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-11-03 | A | A | 35,114 | — | 35,114 | D | — | — | (F1) Received in exchange for 706,702 shares of common stock of Korro Bio Ops, Inc. (f/k/a Korro Bio, Inc., "Legacy Korro") pursuant to an Agreement and Plan of Merger dated as of July 14, 2023 (the "Merger Agreement") by and among Legacy Korro, the Issuer (f/k/a Frequency Therapeutics, Inc.) and Frequency Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"). Under the terms of the Merger Agreement, on November 3, 2023, Merger Sub merged with and into Legacy Korro (the "Merger"), with Legacy Korro surviving the Merger as a wholly owned subsidiary of the Issuer. Upon the closing of the Merger, each share of Legacy Korro common stock was converted into the right to receive 0.049688 of a share of the Issuer's common stock, after giving effect to a reverse stock split of the Issuer's common stock of 1-for-50. Subsequent to the Merger, the name of the Issuer was changed from Frequency Therapeutics, Inc. to Korro Bio, Inc. |
| 2 | Derivative | Stock Option (Right to Buy) | 2023-11-03 | A | A | 67,061 | — | 67,061 | D | $11.68 · — to 2030-08-13 | 67,061 Common Stock | (F2) Upon the closing of the Merger, each outstanding option to purchase shares of Legacy Korro common stock issued under the Korro Bio, Inc. 2019 Stock Incentive Plan (the "2019 Plan") was assumed by the Issuer and converted into an option to purchase the Issuer's common stock, on the same terms and conditions as were applicable under the 2019 Plan prior to the Merger, as adjusted for the exchange ratio and the reverse stock split. (F4) Received in exchange for a stock option to acquire 1,349,645 shares of Legacy Korro common stock issued under the 2019 Plan pursuant to the Merger Agreement. (F3) The shares subject to the option are fully vested and immediately exercisable. |
| 3 | Derivative | Stock Option (Right to Buy) | 2023-11-03 | A | A | 24,712 | — | 24,712 | D | $20.94 · — to 2033-02-08 | 24,712 Common Stock | (F2) Upon the closing of the Merger, each outstanding option to purchase shares of Legacy Korro common stock issued under the Korro Bio, Inc. 2019 Stock Incentive Plan (the "2019 Plan") was assumed by the Issuer and converted into an option to purchase the Issuer's common stock, on the same terms and conditions as were applicable under the 2019 Plan prior to the Merger, as adjusted for the exchange ratio and the reverse stock split. (F6) Received in exchange for a stock option to acquire 497,347 shares of Legacy Korro common stock issued under the 2019 Plan pursuant to the Merger Agreement. (F5) The shares subject to the option vest in 48 equal monthly installments commencing from August 14, 2022, subject to the Reporting Person's continued service on each such vesting date. |