LENZ

SEC source: 0001815776-24-000028 · wk-form4_1711413733.xml · nonDerivative · entry 1

MCCOLLUM JAMES W · CIK 0001200889 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 95,034

F1 · date: Shares issued upon closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of outstanding shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.

SEC source: 0001815776-24-000029 · wk-form4_1711413836.xml · derivative · entry 1

Thunen Shelley B · CIK 0001297491 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 27,000

Underlying: Common Stock · 27,000 shares

Expires 2034-03-20

F1 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, one thirty-sixth (1/36th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.

SEC source: 0001815776-24-000026 · wk-form4_1711413562.xml · derivative · entry 1

Drapkin Kimberlee C · CIK 0001340881 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 27,000

Underlying: Common Stock · 27,000 shares

Expires 2034-03-20

F1 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, one thirty-sixth (1/36th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.

SEC source: 0001815776-24-000027 · wk-form4_1711413647.xml · derivative · entry 3

Guerard Frederic · CIK 0001825009 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 27,000

Underlying: Common Stock · 27,000 shares

Expires 2034-03-20

F4 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, one thirty-sixth (1/36th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.

SEC source: 0001815776-24-000027 · wk-form4_1711413647.xml · derivative · entry 2

Guerard Frederic · CIK 0001825009 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 23,571

Underlying: Common Stock · 23,571 shares

Expires 2033-06-19

F1 · date: Stock option assumed in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of an outstanding option to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.

F3 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 6, 2023.

SEC source: 0001815776-24-000027 · wk-form4_1711413647.xml · derivative · entry 1

Guerard Frederic · CIK 0001825009 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,897

Underlying: Common Stock · 30,897 shares

Expires 2031-09-16

F1 · date: Stock option assumed in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of an outstanding option to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.

F2 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, one forty-eighth (1/48th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean September 17, 2021.

SEC source: 0001815776-24-000023 · wk-form4_1711413359.xml · derivative · entry 1

Chevallard Daniel R. · CIK 0001706176 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 200,000

Underlying: Common Stock · 200,000 shares

Expires 2034-03-20

F1 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.

SEC source: 0001815776-24-000025 · wk-form4_1711413477.xml · derivative · entry 1

George Jeffrey P. · CIK 0001796789 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 27,000

Underlying: Common Stock · 27,000 shares

Expires 2034-03-20

F1 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, one thirty-sixth (1/36th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.

SEC source: 0001815776-24-000020 · wk-form4_1711413134.xml · derivative · entry 4

Schimmelpennink Evert B. · CIK 0001713795 · Director · President, CEO and Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 475,000

Underlying: Common Stock · 475,000 shares

Expires 2034-03-20

F4 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.

SEC source: 0001815776-24-000020 · wk-form4_1711413134.xml · derivative · entry 3

Schimmelpennink Evert B. · CIK 0001713795 · Director · President, CEO and Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 315,864

Underlying: Common Stock · 315,864 shares

Expires 2033-06-19

F1 · date: Stock option assumed in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of an outstanding option to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.

F3 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 6, 2023.

SEC source: 0001815776-24-000020 · wk-form4_1711413134.xml · derivative · entry 2

Schimmelpennink Evert B. · CIK 0001713795 · Director · President, CEO and Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 82,723

Underlying: Common Stock · 82,723 shares

Expires 2032-11-23

F1 · date: Stock option assumed in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of an outstanding option to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.

F2 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 8, 2021.

SEC source: 0001815776-24-000020 · wk-form4_1711413134.xml · derivative · entry 1

Schimmelpennink Evert B. · CIK 0001713795 · Director · President, CEO and Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 387,106

Underlying: Common Stock · 387,106 shares

Expires 2031-03-07

F1 · date: Stock option assumed in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of an outstanding option to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.

F2 · derivative.exercise_date: Subject to the Reporting Person continuing to be a Service Provider (as defined in the LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.) 2020 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 8, 2021.

SEC source: 0000950170-24-035951 · ownership.xml · nonDerivative · entry 1

Versant Venture Capital VI, L.P. · CIK 0001687880 · 10% owner

Versant Ventures VI GP, L.P. · CIK 0001777654 · 10% owner

Versant Ventures VI GP-GP, LLC · CIK 0001777652 · 10% owner

Versant Vantage II, L.P. · CIK 0001832235 · 10% owner

Versant Vantage II GP, L.P. · CIK 0001839790 · 10% owner

Versant Vantage II GP-GP, LLC · CIK 0001839789 · 10% owner

Versant Venture Capital VII, L.P. · CIK 0001750266 · 10% owner

Versant Ventures VII GP, L.P. · CIK 0001777655 · 10% owner

Versant Ventures VII GP-GP, LLC · CIK 0001777656 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 842,162

F1 · kind: These shares were acquired pursuant to that certain Agreement and Plan of Merger by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Issuer ("Merger Sub"), and Lenz Therapeutics, Inc., a Delaware corporation ("LENZ"), pursuant to which the Merger Sub merged with and into LENZ (the "Merger"), with LENZ continuing as a wholly owned subsidiary of the Issuer and the surviving corporation of the Merger.

F1 · price: These shares were acquired pursuant to that certain Agreement and Plan of Merger by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Issuer ("Merger Sub"), and Lenz Therapeutics, Inc., a Delaware corporation ("LENZ"), pursuant to which the Merger Sub merged with and into LENZ (the "Merger"), with LENZ continuing as a wholly owned subsidiary of the Issuer and the surviving corporation of the Merger.

F2 · balance_after: Effective March 21, 2024, prior to the closing of the Merger, the Issuer effected a one-for-seven reverse stock split of its common stock (the "Reverse Stock Split"). The amount of securities reported on this Form 4 have been adjusted to reflect the Reverse Stock Split.

F3 · ownership.nature: These shares are held by Versant Vantage II, L.P. ("VV II"). Versant Vantage II GP-GP, LLC ("VV II GP-GP") is the sole general partner of Versant Vantage II GP, L.P. ("VV II GP") and VV II GP is the sole general partner of VV II. Each of VV II GP-GP and VV II GP disclaims beneficial ownership of the shares held by VV II, except to the extent of their respective pecuniary interests therein.

SEC source: 0001209191-23-044075 · doc4.xml · derivative · entry 1

Drapkin Kimberlee C · CIK 0001340881 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 40,000

Underlying: Common Stock · 40,000 shares

Expires 2033-07-27

F1 · derivative.exercise_date: 1/36th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of July 28, 2023, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0001209191-23-043142 · doc4.xml · derivative · entry 1

Porteus Matthew · CIK 0001864750 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043129 · doc4.xml · derivative · entry 1

Bassan Abraham · CIK 0001864485 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043131 · doc4.xml · derivative · entry 1

Carlo Rizzuto · CIK 0001817033 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043145 · doc4.xml · derivative · entry 1

Viney Joanne L. · CIK 0001816744 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043140 · doc4.xml · derivative · entry 1

KARSEN PERRY A · CIK 0001260573 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043137 · doc4.xml · derivative · entry 1

JIMENEZ JOSEPH · CIK 0001199095 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043134 · doc4.xml · derivative · entry 1

Jerel Davis · CIK 0001745958 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043125 · doc4.xml · derivative · entry 1

Shah Smital · CIK 0001808821 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-043123 · doc4.xml · derivative · entry 1

Hege Kristen · CIK 0001299171 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2033-07-18

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-23-012264 · doc4.xml · derivative · entry 1

Young Alethia · CIK 0001918147 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 220,000

Underlying: Common Stock · 220,000 shares

Expires 2033-02-20

F1 · derivative.exercise_date: 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of January 1, 2023, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0001209191-23-012259 · doc4.xml · derivative · entry 1

Lehrer-Graiwer Joshua · CIK 0001789673 · Director · PRESIDENT AND CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 600,000

Underlying: Common Stock · 600,000 shares

Expires 2033-02-20

F1 · derivative.exercise_date: 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of January 1, 2023, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0001209191-22-038735 · doc4.xml · derivative · entry 1

Porteus Matthew · CIK 0001864750 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038729 · doc4.xml · derivative · entry 1

Bassan Abraham · CIK 0001864485 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038730 · doc4.xml · derivative · entry 1

Carlo Rizzuto · CIK 0001817033 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038736 · doc4.xml · derivative · entry 1

Viney Joanne L. · CIK 0001816744 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038732 · doc4.xml · derivative · entry 1

Jerel Davis · CIK 0001745958 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038734 · doc4.xml · derivative · entry 1

KARSEN PERRY A · CIK 0001260573 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038733 · doc4.xml · derivative · entry 1

JIMENEZ JOSEPH · CIK 0001199095 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038727 · doc4.xml · derivative · entry 1

Shah Smital · CIK 0001808821 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-038725 · doc4.xml · derivative · entry 1

Hege Kristen · CIK 0001299171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-06-20

F1 · derivative.exercise_date: The shares subject to such option vest in full on the earlier of (i) the one-year anniversary of the grant date or on (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service as a director as of the applicable vesting date.

SEC source: 0001209191-22-024364 · doc4.xml · nonDerivative · entry 2

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Samsara BioCapital, L.P.

Disclosed balance after: 8,459,314

F3 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.05 to $4.10 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-22-024364 · doc4.xml · nonDerivative · entry 1

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Samsara BioCapital, L.P.

Disclosed balance after: 8,109,314

F1 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.97 to $4.10 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-22-024362 · doc4.xml · nonDerivative · entry 1

Gutry Phil · CIK 0001653224 · CHIEF BUSINESS OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 299,941

F1 · balance_after: Includes 1,470 shares acquired under the Graphite Bio, Inc. 2021 Employee Stock Purchase Plan in a transaction that was exempt under Rule 16b-3(c).

SEC source: 0001209191-22-023268 · doc4.xml · derivative · entry 1

Young Alethia · CIK 0001918147 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 350,000

Underlying: Common Stock · 350,000 shares

Expires 2032-03-31

F1 · derivative.exercise_date: 1/4th of the shares subject to such option will vest and become exercisable on April 1, 2023 and 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0001209191-22-011470 · doc4.xml · derivative · entry 1

Lehrer-Graiwer Joshua · CIK 0001789673 · Director · PRESIDENT AND CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 650,000

Underlying: Common Stock · 650,000 shares

Expires 2032-02-15

F1 · derivative.exercise_date: 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of January 1, 2022, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0001209191-22-011465 · doc4.xml · derivative · entry 1

Gutry Phil · CIK 0001653224 · CHIEF BUSINESS OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 115,000

Underlying: Common Stock · 115,000 shares

Expires 2032-02-15

F1 · derivative.exercise_date: 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of January 1, 2022, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0001209191-22-004735 · doc4.xml · nonDerivative · entry 2

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 8,034,850

F3 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.67 to $8.70 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-22-004735 · doc4.xml · nonDerivative · entry 1

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 8,011,850

F1 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.90 to $9.00 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-22-004346 · doc4.xml · nonDerivative · entry 2

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,911,850

F3 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.83 to $8.95 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-22-004346 · doc4.xml · nonDerivative · entry 1

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,868,745

F1 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.64 to $9.50 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-21-070500 · doc4.xml · nonDerivative · entry 1

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,814,180

F1 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.16 to $10.20 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares are held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-21-066742 · doc4.xml · nonDerivative · entry 1

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,791,851

F1 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.15 to $10.25 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-21-060627 · doc4.xml · nonDerivative · entry 3

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,590,166

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.48 to $12.49 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-21-060627 · doc4.xml · nonDerivative · entry 2

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,587,866

F2 · ownership.nature: Shares held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-21-060627 · doc4.xml · nonDerivative · entry 1

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,584,766

F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.11 to $13.30 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.

SEC source: 0001209191-21-060060 · doc4.xml · nonDerivative · entry 3

Samsara BioCapital, L.P. · CIK 0001699737 · 10% owner

AKKARAJU SRINIVAS · CIK 0001253170 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Fund

Disclosed balance after: 7,539,366

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.90 to $13.47 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Shares held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC ("Samsara LLC") is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Each of Samsara LLC and Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his or its respective pecuniary interest therein.