SEC Form 4 · accession 0000899243-18-018315
Dianthus Therapeutics, Inc. /DE/ · DNTH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alexis Borisy
Director
Period of report
Jun 25, 2018
Accepted (ET)
Jun 27, 2018 · 4:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001690585
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jun 25, 2018 | C | 0 | — | A | 0 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF4,F2,F3,F5 | — | Jun 25, 2018 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
| Series B Preferred StockF4,F2,F3,F5 | — | Jun 25, 2018 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
Explanation of responses
- F1Represents 7,911,455 shares held by Third Rock Ventures IV, L.P. (the "Fund") received by the Fund upon conversion of Series A Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") upon closing of the Issuer's initial public offering on June 25, 2018.
- F2The Preferred Stock converted into Common Stock on a 2.58398:1 basis upon the closing of the Issuer's initial public offering on June 25, 2018. The Preferred Stock had no expiration date.
- F3The Reporting Person is a partner of Third Rock Ventures GP IV, L.P., which is the general partner of the Fund. The reporting person disclaims beneficial ownership over the shares held by the Fund, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is the beneficial owner of such shares.
- F4Prior to the conversion, the Fund held 20,102,478 shares of Series A Preferred Stock and 340,566 shares of Series B Preferred Stock.
- F5Prior to the conversion, the shares of Common Stock underlying the Series A Preferred Stock and Series B Preferred Stock held by the Fund were 7,779,656 and 131,799, respectively.