Form 4 for ZBIO Zenas BioPharma, Inc.
Accepted 2024-09-16 00:00:00 ET · period of report 2024-09-12 · accession 0001104659-24-100325 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2024-09-16 | 2024-09-16 | ZBIO | MOULDER LEON O JR | CEO, Dir | C - Cnv Deriv | — | +156.6K | 108.4K | New | — |
| DMI | 2024-09-16 | 2024-09-16 | ZBIO | MOULDER LEON O JR | CEO, Dir | C - Cnv Deriv | — | +536.5K | 164.5K | New | — |
| DM | 2024-09-16 | 2024-09-16 | ZBIO | MOULDER LEON O JR | CEO, Dir | C - Cnv Deriv | — | -1.36M | 0 | -100% | — |
| D | 2024-09-16 | 2024-09-12 | ZBIO | MOULDER LEON O JR | CEO, Dir | A - Grant | $0.00 | +1.49M | 1.49M | New | $0 |
| DMI | 2024-09-16 | 2024-09-16 | ZBIO | MOULDER LEON O JR | CEO, Dir | C - Cnv Deriv | — | -4.66M | 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 | 2024-09-16 | C | A | 48,254 | — | 156,635 | D | — | — | (F4) On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. |
| 2 | Common | Common Stock | 2024-09-16 | C | A | 372,017 | — | 536,540 | I | — | — | (F4) On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. |
| 3 | Common | Common Stock | 2024-09-16 | C | A | 108,381 | — | 108,381 | D See Footnote | — | — | (F3) On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. (F2) Leon O. Moulder, Jr. is the Managing Member of Tellus BioVentures LLC ("Tellus") and may be deemed to have sole voting and dispositive power over the shares held by Tellus. Mr. Moulder is the Issuer's chief executive officer and Chairman of its board of directors. Mr. Moulder disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
| 4 | Common | Common Stock | 2024-09-16 | C | A | 164,523 | — | 164,523 | I See Footnote | — | — | (F1) On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. (F2) Leon O. Moulder, Jr. is the Managing Member of Tellus BioVentures LLC ("Tellus") and may be deemed to have sole voting and dispositive power over the shares held by Tellus. Mr. Moulder is the Issuer's chief executive officer and Chairman of its board of directors. Mr. Moulder disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
| 5 | Derivative | Series B Convertible Preferred Stock | 2024-09-16 | C | D | 418,996 | — | 0 | D | — · — to — | 48,254 Common Stock | (F4) On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. |
| 6 | Derivative | Series A Convertible Preferred Stock | 2024-09-16 | C | D | 941,088 | — | 0 | D See Footnote | — · — to — | 108,381 Common Stock | (F3) On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. (F2) Leon O. Moulder, Jr. is the Managing Member of Tellus BioVentures LLC ("Tellus") and may be deemed to have sole voting and dispositive power over the shares held by Tellus. Mr. Moulder is the Issuer's chief executive officer and Chairman of its board of directors. Mr. Moulder disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
| 7 | Derivative | Stock Option (Right to Buy) | 2024-09-12 | A | A | 1,486,000 | $0.00 | 1,486,000 | D | $17.00 · — to 2034-09-11 | 1,486,000 Common Stock | (F5) The option vests as to 25% of the underlying shares of common stock on September 12, 2025, the first anniversary of the vesting commencement date, and as to the remaining shares, in equal month installments over 36 months thereafter, subject to continued service. |
| 8 | Derivative | Series B Convertible Preferred Stock | 2024-09-16 | C | D | 3,230,268 | — | 0 | I | — · — to — | 372,017 Common Stock | (F4) On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. |
| 9 | Derivative | Series Seed Convertible Preferred Stock | 2024-09-16 | C | D | 1,428,571 | — | 0 | I See Footnote | — · — to — | 164,523 Common Stock | (F1) On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date. (F2) Leon O. Moulder, Jr. is the Managing Member of Tellus BioVentures LLC ("Tellus") and may be deemed to have sole voting and dispositive power over the shares held by Tellus. Mr. Moulder is the Issuer's chief executive officer and Chairman of its board of directors. Mr. Moulder disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |