Form 4 for ZBIO Zenas BioPharma, Inc.

Accepted 2024-09-18 00:00:00 ET · period of report 2024-09-16 · accession 0001415889-24-023609 · 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	2024-09-18	2024-09-16	ZBIO	Zebra Aggregator, LP	10%	C - Cnv Deriv	—	+2.88M	2.88M	New	—
DI	2024-09-18	2024-09-16	ZBIO	Zebra Aggregator, LP	10%	P - Purchase	$17.00	+882.4K	3.76M	+31%	+$15.00M
DMI	2024-09-18	2024-09-16	ZBIO	Zebra Aggregator, LP	10%	C - Cnv Deriv	—	-25.00M	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	2,879,006	—	2,879,006	I By Zebra Aggregator, LP	—	—	(F1) Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on an 8.6831-for-one basis without payment of further consideration. Immediately prior to the closing of the Issuer's initial public offering, the Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Preferred Stock has no expiration date. (F2) Shares are directly held by Zebra Aggregator, LP ("Zebra"). Enavate Sciences GP, LLC ("Enavate") is the general partner of Zebra and may be deemed to share voting and investment power with respect to the shares held by Zebra. Enavate disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
2	Common	Common Stock	2024-09-16	P	A	882,353	$17.00	3,761,359	I By Zebra Aggregator, LP	—	—	(F2) Shares are directly held by Zebra Aggregator, LP ("Zebra"). Enavate Sciences GP, LLC ("Enavate") is the general partner of Zebra and may be deemed to share voting and investment power with respect to the shares held by Zebra. Enavate disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
3	Derivative	Series C Preferred Stock	2024-09-16	C	D	14,523,821	—	0	I By Zebra Aggregator, LP	— · — to —	1,672,653 Common Stock	(F1) Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on an 8.6831-for-one basis without payment of further consideration. Immediately prior to the closing of the Issuer's initial public offering, the Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Preferred Stock has no expiration date. (F2) Shares are directly held by Zebra Aggregator, LP ("Zebra"). Enavate Sciences GP, LLC ("Enavate") is the general partner of Zebra and may be deemed to share voting and investment power with respect to the shares held by Zebra. Enavate disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
4	Derivative	Series B Preferred Stock	2024-09-16	C	D	10,474,889	—	0	I By Zebra Aggregator, LP	— · — to —	1,206,353 Common Stock	(F1) Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") converted into shares of Common Stock of the Issuer on an 8.6831-for-one basis without payment of further consideration. Immediately prior to the closing of the Issuer's initial public offering, the Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Preferred Stock has no expiration date. (F2) Shares are directly held by Zebra Aggregator, LP ("Zebra"). Enavate Sciences GP, LLC ("Enavate") is the general partner of Zebra and may be deemed to share voting and investment power with respect to the shares held by Zebra. Enavate disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.