SEC Form 4 · accession 0001209191-19-009458
Gossamer Bio, Inc. · GOSS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kristina Burow
Director
Period of report
Feb 12, 2019
Accepted (ET)
Feb 12, 2019 · 5:44 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001728117
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Feb 12, 2019 | C | 3,682,539 | — | A | 3,682,539 | I | See footnotes |
| Common StockF1,F2,F3 | Feb 12, 2019 | C | 345,419 | — | A | 4,027,958 | I | See footnotes |
| Common StockF1,F3,F4 | Feb 12, 2019 | C | 3,682,539 | — | A | 3,682,539 | I | See footnotes |
| Common StockF1,F3,F4 | Feb 12, 2019 | C | 345,419 | — | A | 4,027,958 | I | See footnotes |
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 StockF1,F2,F3 | — | Feb 12, 2019 | C | 16,571,429 | D | — | — | Common Stock | 3,682,539 | 0 | I |
| Series A Preferred StockF1,F3,F4 | — | Feb 12, 2019 | C | 16,571,428 | D | — | — | Common Stock | 3,682,539 | 0 | I |
| Series B Preferred StockF1,F2,F3 | — | Feb 12, 2019 | C | 1,554,388 | D | — | — | Common Stock | 345,419 | 0 | I |
| Series B Preferred StockF1,F3,F4 | — | Feb 12, 2019 | C | 1,554,388 | D | — | — | Common Stock | 345,419 | 0 | I |
Explanation of responses
- F1The shares of the Issuer's Series A Preferred Stock and Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of 4.5 to one share, immediately prior to the consummation of the Issuer's initial public offering. The Series A Preferred Stock and Series B Preferred Stock had no expiration date.
- F2These shares are directly held by ARCH Venture Fund IX, L.P. ("ARCH IX"). ARCH Venture Partners IX, L.P. ("GPLP"), as the sole general partner of ARCH IX, may be deemed to beneficially own the shares held by ARCH IX. ARCH Venture Partners IX, LLC ("GPLLC"), as the sole general partner of GPLP, may be deemed to beneficially own the shares held by GPLP. The Reporting Person has an interest in the GPLP and the GPLLC but does not have voting or investment control over the shares held by ARCH IX.
- F3The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of her pecuniary interest therein.
- F4These shares are directly held by ARCH Venture Fund IX Overage, L.P. ("ARCH Overage"). ARCH Venture Partners IX Overage, L.P. ("Overage GPLP"), as the sole general partner of ARCH Overage, may be deemed to beneficially own the shares held by ARCH Overage. GPLLC, as the sole general partner of Overage GPLP, may be deemed to beneficially own the shares held by Overage GPLP. The Reporting Person has an interest in the Overage GPLP and the GPLLC but does not have voting or investment control over the shares held by ARCH Overage.