Larimar Therapeutics, Inc. — Director's Dealing 2014

Jun 26, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZAFGEN, INC. (ZFGN)
CIK: 0001374690
Period of Report: 2014-06-24

Reporting Person: STARR KEVIN P (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-24	Common Stock	C	3543116	—	Acquired	3551224	Indirect
2014-06-24	Common Stock	C	1315859	—	Acquired	4867083	Indirect
2014-06-24	Common Stock	C	743070	—	Acquired	5610153	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-06-24	Series B Preferred Stock	$	C	22250770	Disposed		Common Stock (3543116)	Indirect
2014-06-24	Series C Preferred Stock	$	C	8263595	Disposed		Common Stock (1315859)	Indirect
2014-06-24	Series D Preferred Stock	$	C	4666478	Disposed		Common Stock (743070)	Indirect

Footnotes

F1: The Series B Preferred Stock automatically converted into Common Stock on a 6.28-for-1 basis at the closing of the Issuer's initial public offering for no consideration, and had no expiration date.

F2: The Series C Preferred Stock automatically converted into Common Stock on a 6.28-for-1 basis at the closing of the Issuer's initial public offering for no consideration, and had no expiration date.

F3: The Series D Preferred Stock automatically converted into Common Stock on a 6.28-for-1 basis at the closing of the Issuer's initial public offering for no consideration, and had no expiration date.

F4: The shares are directly held by Third Rock Ventures, L.P. ("TRV"). The general partner of TRV is Third Rock Ventures GP, L.P. ("TRV GP"). The general partner of TRV GP is TRV GP, LLC ("TRV GP LLC"). The individual managers of TRV GP, LLC are Mark Levin ("Levin"), Dr. Robert Tepper ("Tepper") and the Reporting Person and, as such, each of TRV GP, TRV GP LLC, Levin, Tepper and the Reporting Person exercises shared voting and investment power over the shares held of record by TRV. The Reporting Person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein, if any.

F5: Includes 8,108 shares of Common Stock directly owned by the Reporting Person.