Form 4 for GUTS FRACTYL HEALTH, INC.

Accepted 2024-02-08 00:00:00 ET · period of report 2024-02-06 · accession 0000950170-24-012819 · 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
DI	2024-02-08	2024-02-06	GUTS	M28 Capital Management LP	Dir	C - Cnv Deriv	—	+1.39M	1.39M	New	—
DI	2024-02-08	2024-02-06	GUTS	M28 Capital Management LP	Dir	P - Purchase	$15.00	+466.7K	1.86M	+34%	+$7.00M
DI	2024-02-08	2024-02-06	GUTS	M28 Capital Management LP	Dir	C - Cnv Deriv	—	-2.98M	0	-100%	—

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	2024-02-06	C	A	1,389,451	—	1,389,451	I See footnotes	—	—	(F1) In connection with the closing of the Issuer's initial public offering, each share of preferred stock automatically converted into common stock in accordance with the terms of such preferred stock. (F3) Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any. (F2) This Form 4 is filed by M28 Capital Management LP ("M28 Capital Management") and Marc Elia ("Mr. Elia", and each of Mr. Elia and M28 Capital Management, a "Reporting Person"). The securities reported herein are held by certain funds and accounts for which M28 Capital Management serves as investment manager. Mr. Elia is the Chief Investment Officer of M28 Capital Management and the Managing Member of M28 Capital Management GP LLC, the general partner of M28 Capital Management. Mr. Elia also serves on the Board of Directors of the Issuer.
2	Common	Common Stock	2024-02-06	P	A	466,666	$15.00	1,856,117	I See footnotes	—	—	(F3) Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any. (F2) This Form 4 is filed by M28 Capital Management LP ("M28 Capital Management") and Marc Elia ("Mr. Elia", and each of Mr. Elia and M28 Capital Management, a "Reporting Person"). The securities reported herein are held by certain funds and accounts for which M28 Capital Management serves as investment manager. Mr. Elia is the Chief Investment Officer of M28 Capital Management and the Managing Member of M28 Capital Management GP LLC, the general partner of M28 Capital Management. Mr. Elia also serves on the Board of Directors of the Issuer.
3	Derivative	Series F Preferred Stock	2024-02-06	C	D	2,981,763	—	0	I See footnotes	— · — to —	1,389,451 Common Stock	(F1) In connection with the closing of the Issuer's initial public offering, each share of preferred stock automatically converted into common stock in accordance with the terms of such preferred stock. (F3) Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any. (F2) This Form 4 is filed by M28 Capital Management LP ("M28 Capital Management") and Marc Elia ("Mr. Elia", and each of Mr. Elia and M28 Capital Management, a "Reporting Person"). The securities reported herein are held by certain funds and accounts for which M28 Capital Management serves as investment manager. Mr. Elia is the Chief Investment Officer of M28 Capital Management and the Managing Member of M28 Capital Management GP LLC, the general partner of M28 Capital Management. Mr. Elia also serves on the Board of Directors of the Issuer.