Form 4 for JBIO Jade Biosciences, Inc.
Accepted 2021-07-07 00:00:00 ET · period of report 2021-07-02 · accession 0001567619-21-013070 · 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 | 2021-07-07 | 2021-07-02 | JBIO | Cormorant Global Healthcare Master Fund, LP | Former 10% Owner | C - Cnv Deriv | — | +1.53M | 1.53M | New | — |
| DI | 2021-07-07 | 2021-07-02 | JBIO | Cormorant Global Healthcare Master Fund, LP | Former 10% Owner | P - Purchase | $14.00 | +500.0K | 2.03M | +33% | +$7.00M |
| DI | 2021-07-07 | 2021-07-02 | JBIO | Cormorant Global Healthcare Master Fund, LP | Former 10% Owner | C - Cnv Deriv | — | -1.53M | 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 | 2021-07-02 | C | A | 1,530,691 | — | 1,530,691 | I See Footnotes | — | — | (F1) Shares of Series A Convertible Preferred Stock were convertible at any time at the holder's election, without payment of additional consideration. Such shares had no expiration date but converted into Common Stock automatically upon the closing of the Issuer's initial public offering. (F2) Shares reported herein are held by Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and Cormorant Private Healthcare Fund II, LP ("Fund II"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund and Fund II. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose. (F3) Represents (i) 318,995 shares of Common Stock held by the Master Fund and (ii) 1,211,696 shares of Common Stock held by Fund II. |
| 2 | Common | Common Stock | 2021-07-02 | P | A | 500,000 | $14.00 | 2,030,691 | I See Footnotes | — | — | (F2) Shares reported herein are held by Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and Cormorant Private Healthcare Fund II, LP ("Fund II"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund and Fund II. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose. (F4) Shares reported herein as purchased on July 2, 2021 represent 500,000 shares purchased by the Master Fund. |
| 3 | Derivative | Series A Convertible Preferred Stock | 2021-07-02 | C | D | 1,530,691 | — | 0 | I See Footnotes | — · — to — | 1,530,691 Common Stock | (F1) Shares of Series A Convertible Preferred Stock were convertible at any time at the holder's election, without payment of additional consideration. Such shares had no expiration date but converted into Common Stock automatically upon the closing of the Issuer's initial public offering. (F2) Shares reported herein are held by Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and Cormorant Private Healthcare Fund II, LP ("Fund II"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund and Fund II. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose. (F5) The Series A Convertible Preferred Stock represented, on an as-converted basis, (i) 318,995 shares of Common Stock held by the Master Fund and (ii) 1,211,696 shares of Common Stock held by Fund II. |