Form 4 for NMRA Neumora Therapeutics, Inc.
Accepted 2023-09-20 00:00:00 ET · period of report 2023-09-19 · accession 0001610717-23-000291 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-09-20 | 2023-09-19 | NMRA | Burow Kristina | Dir, 10% | C - Cnv Deriv | — | +13.6K | 13.6K | New | — |
| DMI | 2023-09-20 | 2023-09-19 | NMRA | Burow Kristina | Dir, 10% | C - Cnv Deriv | — | +17.42M | 2.12M | New | — |
| DI | 2023-09-20 | 2023-09-19 | NMRA | Burow Kristina | Dir, 10% | P - Purchase | $17.00 | +1.50M | 3.62M | +71% | +$25.50M |
| DMI | 2023-09-20 | 2023-09-19 | NMRA | Burow Kristina | Dir, 10% | C - Cnv Deriv | — | -17.42M | 0 | -100% | — |
| D | 2023-09-20 | 2023-09-19 | NMRA | Burow Kristina | Dir, 10% | C - Cnv Deriv | — | -13.6K | 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 | 2023-09-19 | C | A | 13,620 | — | 13,620 | D See Footnotes | — | — | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F4) The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (F2) Represents shares held directly by ARCH Venture Fund VII, L.P. (ARCH VII). ARCH Venture Partners VII, L.P. (AVP VII LP) is the sole general partner of ARCH VII, and ARCH Venture Partners VII, LLC (AVP VII LLC) is the sole general partner of AVP VII LP. Clinton Bybee, Keith Crandell and Robert Nelsen are the managing directors of AVP VII LLC (AVP VII LLC Managing Directors). AVP VII LLC may be deemed to beneficially own the shares held by ARCH VII, and each of the AVP VII LLC Managing Directors may be deemed to share the power to direct the disposition and vote of the shares held by ARCH VII. AVP VII LLC Managing Directors each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. The Reporting Person is a managing director at AVP VII LLC and owns an interest in AVP VII LP but does not have voting or investment control over the shares held by ARCH VII. |
| 2 | Common | Common Stock | 2023-09-19 | C | A | 684,167 | — | 684,167 | I See Footnotes | — | — | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F4) The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (F3) Represents shares held directly by ARCH Venture Fund VIII Overage, L.P. (ARCH VIII Overage). ARCH Venture Partners VIII, LLC (AVP VIII LLC) is the general partner of ARCH VIII Overage. Clinton Bybee, Keith Crandell and Robert Nelsen are the managing directors of AVP VIII LLC (the AVP VIII LLC Managing Directors). AVP VIII LLC may be deemed to beneficially own the shares held by ARCH VIII Overage, and each of the AVP VIII LLC Managing Directors may be deemed to share the power to direct the disposition and vote of the shares held by ARCH VIII Overage. AVP VIII LLC Managing Directors each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. The Reporting Person is a managing director at AVP VIII LLC and owns an interest in AVP VIII LLC but does not have voting or investment control over the shares held by ARCH VIII Overage. |
| 3 | Common | Common Stock | 2023-09-19 | C | A | 1,144,973 | — | 1,144,973 | I See Footnotes | — | — | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F5) Represents shares held directly by ARCH Venture Fund X, L.P. (ARCH X). ARCH Venture Partners X, L.P. (AVP X LP) is the sole general partner of ARCH X. (F7) ARCH Venture Partners X, LLC (AVP X LLC) is the sole general partner of each of AVP X LP and AVP X Overage LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP X LLC (the AVP X Committee Members). AVP X LLC may be deemed to beneficially own the shares held by ARCH X and ARCH X Overage, and each of the AVP X Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH X and ARCH X Overage. AVP X Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 4 | Common | Common Stock | 2023-09-19 | C | A | 6,895,021 | — | 12,205,379 | I See Footnotes | — | — | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F6) Represents shares held directly by ARCH Venture Fund X Overage, L.P. (ARCH X Overage). ARCH Venture Partners X Overage, L.P. (AVP X Overage LP) is the sole general partner of ARCH X Overage. (F7) ARCH Venture Partners X, LLC (AVP X LLC) is the sole general partner of each of AVP X LP and AVP X Overage LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP X LLC (the AVP X Committee Members). AVP X LLC may be deemed to beneficially own the shares held by ARCH X and ARCH X Overage, and each of the AVP X Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH X and ARCH X Overage. AVP X Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 5 | Common | Common Stock | 2023-09-19 | C | A | 6,576,400 | — | 11,886,758 | I See Footnote | — | — | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F8) Represents shares held directly by ARCH Venture Fund XII, L.P. (ARCH XII). ARCH Venture Partners XII, L.P. (AVP XII LP) is the general partner of ARCH XII. ARCH Venture Partners XII, LLC (AVP XII LLC) is the general partner of AVP XII LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP XII LLC (the AVP XII LLC Committee Members). AVP XII LLC may be deemed to beneficially own the shares held by ARCH XII, and each of the AVP XII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XII. AVP XII LLC Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 6 | Common | Common Stock | 2023-09-19 | C | A | 2,124,143 | — | 2,124,143 | I See Footnote | — | — | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F8) Represents shares held directly by ARCH Venture Fund XII, L.P. (ARCH XII). ARCH Venture Partners XII, L.P. (AVP XII LP) is the general partner of ARCH XII. ARCH Venture Partners XII, LLC (AVP XII LLC) is the general partner of AVP XII LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP XII LLC (the AVP XII LLC Committee Members). AVP XII LLC may be deemed to beneficially own the shares held by ARCH XII, and each of the AVP XII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XII. AVP XII LLC Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 7 | Common | Common Stock | 2023-09-19 | P | A | 1,500,000 | $17.00 | 3,624,143 | I | — | — | |
| 8 | Derivative | Series A-1 Preferred Stock | 2023-09-19 | C | D | 1,144,973 | — | 0 | I See Footnotes | — · — to — | 1,144,973 Common Stock | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F5) Represents shares held directly by ARCH Venture Fund X, L.P. (ARCH X). ARCH Venture Partners X, L.P. (AVP X LP) is the sole general partner of ARCH X. (F7) ARCH Venture Partners X, LLC (AVP X LLC) is the sole general partner of each of AVP X LP and AVP X Overage LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP X LLC (the AVP X Committee Members). AVP X LLC may be deemed to beneficially own the shares held by ARCH X and ARCH X Overage, and each of the AVP X Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH X and ARCH X Overage. AVP X Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 9 | Derivative | Series A-2 Preferred Stock | 2023-09-19 | C | D | 6,895,021 | — | 0 | I See Footnotes | — · — to — | 6,895,021 Common Stock | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F6) Represents shares held directly by ARCH Venture Fund X Overage, L.P. (ARCH X Overage). ARCH Venture Partners X Overage, L.P. (AVP X Overage LP) is the sole general partner of ARCH X Overage. (F7) ARCH Venture Partners X, LLC (AVP X LLC) is the sole general partner of each of AVP X LP and AVP X Overage LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP X LLC (the AVP X Committee Members). AVP X LLC may be deemed to beneficially own the shares held by ARCH X and ARCH X Overage, and each of the AVP X Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH X and ARCH X Overage. AVP X Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 10 | Derivative | Series A-1 Preferred Stock | 2023-09-19 | C | D | 684,167 | — | 0 | I See Footnotes | — · — to — | 684,167 Common Stock | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F4) The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (F3) Represents shares held directly by ARCH Venture Fund VIII Overage, L.P. (ARCH VIII Overage). ARCH Venture Partners VIII, LLC (AVP VIII LLC) is the general partner of ARCH VIII Overage. Clinton Bybee, Keith Crandell and Robert Nelsen are the managing directors of AVP VIII LLC (the AVP VIII LLC Managing Directors). AVP VIII LLC may be deemed to beneficially own the shares held by ARCH VIII Overage, and each of the AVP VIII LLC Managing Directors may be deemed to share the power to direct the disposition and vote of the shares held by ARCH VIII Overage. AVP VIII LLC Managing Directors each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. The Reporting Person is a managing director at AVP VIII LLC and owns an interest in AVP VIII LLC but does not have voting or investment control over the shares held by ARCH VIII Overage. |
| 11 | Derivative | Series A-2 Preferred Stock | 2023-09-19 | C | D | 6,576,400 | — | 0 | I See Footnote | — · — to — | 6,576,400 Common Stock | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F8) Represents shares held directly by ARCH Venture Fund XII, L.P. (ARCH XII). ARCH Venture Partners XII, L.P. (AVP XII LP) is the general partner of ARCH XII. ARCH Venture Partners XII, LLC (AVP XII LLC) is the general partner of AVP XII LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP XII LLC (the AVP XII LLC Committee Members). AVP XII LLC may be deemed to beneficially own the shares held by ARCH XII, and each of the AVP XII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XII. AVP XII LLC Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. |
| 12 | Derivative | Series B Preferred Stock | 2023-09-19 | C | D | 2,124,143 | — | 0 | I | — · — to — | 2,124,143 Common Stock | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. |
| 13 | Derivative | Series A-1 Preferred Stock | 2023-09-19 | C | D | 13,620 | — | 0 | D See Footnotes | — · — to — | 13,620 Common Stock | (F1) The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer automatically converted on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering. (F4) The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (F2) Represents shares held directly by ARCH Venture Fund VII, L.P. (ARCH VII). ARCH Venture Partners VII, L.P. (AVP VII LP) is the sole general partner of ARCH VII, and ARCH Venture Partners VII, LLC (AVP VII LLC) is the sole general partner of AVP VII LP. Clinton Bybee, Keith Crandell and Robert Nelsen are the managing directors of AVP VII LLC (AVP VII LLC Managing Directors). AVP VII LLC may be deemed to beneficially own the shares held by ARCH VII, and each of the AVP VII LLC Managing Directors may be deemed to share the power to direct the disposition and vote of the shares held by ARCH VII. AVP VII LLC Managing Directors each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. The Reporting Person is a managing director at AVP VII LLC and owns an interest in AVP VII LP but does not have voting or investment control over the shares held by ARCH VII. |