Form 4 for JBIO Jade Biosciences, Inc.
Accepted 2021-07-06 00:00:00 ET · period of report 2021-07-02 · accession 0001104659-21-089472 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2021-07-06 | 2021-07-02 | JBIO | Shah Rajeev M. | Dir, 10% | C - Cnv Deriv | — | +5.24M | 4.18M | New | — |
| DI | 2021-07-06 | 2021-07-02 | JBIO | Shah Rajeev M. | Dir, 10% | P - Purchase | $14.00 | +2.79M | 6.97M | +67% | +$39.00M |
| DMI | 2021-07-06 | 2021-07-02 | JBIO | Shah Rajeev M. | Dir, 10% | C - Cnv Deriv | $0.00 | -16.27M | 0 | -100% | $0 |
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 | 2021-07-02 | C | A | 987,244 | — | 987,244 | I See footnotes | — | — | (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. (F3) These securities are held directly by RA Capital Nexus Fund, L.P. (the "Nexus Fund"). (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. |
| 2 | Common | Common Stock | 2021-07-02 | C | A | 311,170 | — | 311,170 | I See footnotes | — | — | (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. (F4) These securities are held directly by a separately managed account (the "Account"). (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. |
| 3 | Common | Common Stock | 2021-07-02 | P | A | 2,785,714 | $14.00 | 6,965,568 | I See footnotes | — | — | (F2) These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund"). (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. |
| 4 | Common | Common Stock | 2021-07-02 | C | A | 3,938,387 | — | 4,179,854 | I See footnotes | — | — | (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. (F2) These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund"). (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. |
| 5 | Derivative | Series Seed Preferred Stock | 2021-07-02 | C | D | 4,000,000 | $0.00 | 0 | I See footnotes | — · — to — | 1,287,825 Common Stock | (F2) These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund"). (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. |
| 6 | Derivative | Series A Preferred Stock | 2021-07-02 | C | D | 966,506 | $0.00 | 0 | I See footnotes | — · — to — | 311,170 Common Stock | (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. (F4) These securities are held directly by a separately managed account (the "Account"). (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. |
| 7 | Derivative | Series A Preferred Stock | 2021-07-02 | C | D | 3,066,397 | $0.00 | 0 | I See footnotes | — · — to — | 987,244 Common Stock | (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. (F3) These securities are held directly by RA Capital Nexus Fund, L.P. (the "Nexus Fund"). (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. |
| 8 | Derivative | Series A Preferred Stock | 2021-07-02 | C | D | 8,232,679 | $0.00 | 0 | I See footnotes | — · — to — | 2,650,562 Common Stock | (F2) These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund"). (F5) RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. (F1) On July 2, 2021, each share of Series Seed Preferred Stock and Series A Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on a one-for-3.1060103 basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date. |