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Centessa Pharmaceuticals plc — Director's Dealing 2021
Jun 4, 2021
31309_dirs_2021-06-04_9a3a5a12-d028-4ffd-81e3-7e6e04f8f582.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Centessa Pharmaceuticals plc (CNTA)
CIK: 0001847903
Period of Report: 2021-06-02
Reporting Person: GOYAL ARJUN (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2021-06-02 | Ordinary Shares | C | 3095909 | — | Acquired | 3095909 | Indirect |
| 2021-06-02 | Ordinary Shares | C | 85909 | — | Acquired | 85909 | Indirect |
| 2021-06-02 | Ordinary Shares | P | 729750 | $20.00 | Acquired | 3825659 | Indirect |
| 2021-06-02 | Ordinary Shares | P | 20250 | $20.00 | Acquired | 106159 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2021-01-29 | Series A Preferred Shares | $ | A | 3095909 | Acquired | Ordinary Shares (3095909) | Indirect | |
| 2021-01-29 | Series A Preferred Shares | $ | A | 85909 | Acquired | Ordinary Shares (85909) | Indirect | |
| 2021-06-02 | Series A Preferred Shares | $ | C | 3095909 | Disposed | Ordinary Shares (3095909) | Indirect | |
| 2021-06-02 | Series A Preferred Shares | $ | C | 85909 | Disposed | Ordinary Shares (85909) | Indirect |
Footnotes
F1: The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
F2: Immediately prior to the closing of the initial public offering, the Series A Preferred Shares automatically converted on a one-to-one basis into Ordinary Shares without payment or further consideration. The Series A Preferred Shares had no expiration date.
F3: Held by Vida Ventures II, LLC ("Vida II Main Fund"). VV Manager II, LLC ("VV Manager II") is the manager of Vida II Main Fund. The Reporting Person is a member of the investment committee of VV Manager II. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F4: Held by Vida Ventures II-A, LLC ("Vida II Parallel Fund"). VV Manager II is the manager of Vida II Parallel Fund. The Reporting Person is a member of the investment committee of VV Manager II. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F5: This transaction occurred prior to the effectiveness of the Issuer's registration under Section 12 of the Securities Exchange Act of 1934 and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3.
F6: On May 20, 2021, the Issuer effected a share capital reorganization, which had the effect of a one for two reverse share split of the Issuer's share capital ("Share Split"). This amount has been adjusted to give effect to the Share Split.