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Cogent Biosciences, Inc. Director's Dealing 2020

Jul 13, 2020

31688_dirs_2020-07-13_e36a6cce-52ee-4639-ba03-71b0cfcb7d8a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Unum Therapeutics Inc. (UMRX)
CIK: 0001622229
Period of Report: 2020-07-09

Reporting Person: Fairmount Funds Management LLC (10% Owner)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2020-07-09 Series A Convertible Preferred Stock $ P 3692 Acquired Common Stock (3692000) Indirect
2020-07-09 Series A Convertible Preferred Stock $ P 19035 Acquired Common Stock (19035000) Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1147406 Indirect
Common Stock 5088497 Indirect

Footnotes

F1: Fairmount Funds Management LLC and Fairmount Healthcare Fund GP LLC have voting power and investment power over the shares of Common Stock and Series A Preferred Stock held by Fairmount Healthcare Fund LP. They disclaim beneficial ownership of securities held by the Fund for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

F2: Fairmount Funds Management LLC and Fairmount Healthcare Fund II GP LLC have voting power and investment power over the shares of Common Stock and Series A Preferred Stock held by Fairmount Healthcare Fund II LP. They disclaim beneficial ownership of securities held by the Fund for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

F3: Following stockholder approval of the conversion of Series A Preferred Stock into shares of Common Stock, each share of Series A Preferred Stock is convertible into shares of Common Stock at any time at the option of the holder thereof, into 1,000 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than 19.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.