IN8BIO, INC. — Director's Dealing 2021

Aug 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IN8BIO, INC. (INAB)
CIK: 0001740279
Period of Report: 2021-08-03

Reporting Person: Kreis Leslie W. (10% Owner)
Reporting Person: BIOS Fund II NT, LP (10% Owner)
Reporting Person: BIOS Fund II, LP (10% Owner)
Reporting Person: BIOS Fund II QP, LP (10% Owner)
Reporting Person: BIOS Incysus Co-Invest I, LP (10% Owner)
Reporting Person: Bios Equity Partners II, LP (10% Owner)
Reporting Person: BIOS Equity Partners III, LP (10% Owner)
Reporting Person: Cavu Management, LP (10% Owner)
Reporting Person: Cavu Advisors, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-03	Common Stock	C	574432	—	Acquired	574432	Indirect
2021-08-03	Common Stock	C	1876624	—	Acquired	1876624	Indirect
2021-08-03	Common Stock	C	251211	—	Acquired	251211	Indirect
2021-08-03	Common Stock	C	997433	—	Acquired	997433	Indirect
2021-08-03	Common Stock	C	340712	—	Acquired	340712	Indirect
2021-08-03	Common Stock	C	2225316	—	Acquired	2225316	Indirect
2021-08-03	Common Stock	C	359374	—	Acquired	359374	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-03	Series A Preferred Stock	$	C	522355	Disposed		Common Stock (574432)	Indirect
2021-08-03	Series A Preferred Stock	$	C	1706490	Disposed		Common Stock (1876624)	Indirect
2021-08-03	Series A Preferred Stock	$	C	228438	Disposed		Common Stock (251211)	Indirect
2021-08-03	Series A Preferred Stock	$	C	907007	Disposed		Common Stock (997433)	Indirect
2021-08-03	Series A Preferred Stock	$	C	309823	Disposed		Common Stock (340712)	Indirect
2021-08-03	Series A Preferred Stock	$	C	2023568	Disposed		Common Stock (2225316)	Indirect
2021-08-03	Series A Preferred Stock	$	C	326795	Disposed		Common Stock (359374)	Indirect

Footnotes

F1: Each share of Series A Preferred Stock was convertible at any time at the option of the holder, without payment of additional consideration, into Common Stock, on a 1.0997 for 1 basis, had no expiration date and automatically converted into shares of Common Stock upon the closing of the Issuer's initial public offering.

F2: The securities are directly held by Bios Fund II, LP ("Bios Fund II").

F3: Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, Bios Fund II QP, LP ("Bios Fund II
QP"), Bios Fund II NT, LP ("Bios Fund II NT") and BIOS Incysus Co-Invest I, LP ("BIOS Incysus"). Bios Equity Partners III, LP ("Bios Equity III")
is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP") and Bios Fund III
NT, LP ("Bios Fund III NT"). Bios Capital Management, LP ("Bios Management") and Cavu Management, LP ("Cavu Management") are the
general partners of Bios Equity II and Bios Equity III. Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management. Cavu
Advisors LLC ("Cavu Advisors") is the general partner of Cavu Management. Bios Management and Bios Advisors are entities managed and
controlled by Aaron G.L. Fletcher. Cavu Management and Cavu Advisors are entities managed and controlled by Leslie W. Kreis, Jr.

F4: Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios Fund II,
Bios Fund II QP, Bios Fund II NT, BIOS Incysus, Bios Fund III, Bios Fund III QP and Bios Fund III NT (collectively, the "Bios Equity Entities").
Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and the Bios Equity Entities, Mr. Fletcher, Bios
Management and Bios Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities.

F5: For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any
such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such
Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

F6: Mr. Kreis, Cavu Management and Cavu Advisors each share voting and investment control with respect to the shares held by the Bios Equity
Entities. Because of the relationship between Mr. Kreis, Cavu Management, Cavu Advisors and the Bios Equity Entities, Mr. Kreis, Cavu
Management and Cavu Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities.

F7: The securities are directly held by Bios Fund II QP.

F8: The securities are directly held by Bios Fund II NT.

F9: The securities are directly held by BIOS Incysus.

F10: The securities are directly held by Bios Fund III.

F11: The securities are directly held by Bios Fund III QP.

F12: The securities are directly held by Bios Fund III NT.