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Fairmount Funds Management LLC

Disclosed activity across 11 companies

Tapewire entity
2222
SEC CIK
0001802528

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
CRESCENT BIOPHARMA, INC.CBIO · Entity 5255Director · 10% ownerJuly 16, 2026July 20, 2026
Cogent Biosciences, Inc.COGT · Entity 3793DirectorMarch 31, 2026April 01, 2026
Damora Therapeutics, Inc.DMRA · Entity 4602Director · 10% ownerMarch 23, 2026March 25, 2026
Dianthus Therapeutics, Inc. /DE/DNTH · Entity 1813DirectorSeptember 27, 2024October 02, 2024
Jade Biosciences, Inc.JBIO · Entity 4757Director · 10% ownerJune 09, 2026June 11, 2026
Korsana Biosciences, Inc.KRSA · Entity 7698Director · 10% ownerSeptember 09, 2026September 10, 2026
Oruka Therapeutics, Inc.ORKA · Entity 3781Director · 10% ownerJuly 01, 2026July 02, 2026
Spyre Therapeutics, Inc.SYRE · Entity 2649DirectorJune 23, 2026June 24, 2026
Viridian Therapeutics, Inc.\DEVRDN · Entity 4316Director · 10% ownerMay 11, 2026May 13, 2026
Zenas BioPharma, Inc.ZBIO · Entity 275DirectorMarch 31, 2026April 01, 2026

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

CRESCENT BIOPHARMA, INC.

Report date July 16, 2026 · Filed July 20, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Ordinary SharesSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II L.P.3,601,316 Reported balance After 2026-07-16 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-07-16 · Purchase · Acquired 853,450 · Balance 3,601,316

F1: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Pre-Funded Warrant (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $0.00IndirectBy Fairmount Healthcare Fund II L.P.2,294,037 Reported balance After 2026-07-16 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2026-07-16 · Purchase · Acquired 525,897 · Balance 2,294,037

F2: The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of outstanding shares of common stock of the Issuer immediately after giving effect to such exercise.

F1: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F2: The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of outstanding shares of common stock of the Issuer immediately after giving effect to such exercise.

Cogent Biosciences, Inc.

Report date March 31, 2026 · Filed April 01, 2026

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectFairmount Healthcare Fund II LP5,503,418 Last balance in matching sequence After 2026-03-31 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2026-03-31 · Conversion · Acquired 7,000,000 · Balance 12,503,418

F1: Each share of Series A Convertible Preferred Stock is convertible into shares of Common Stock at any time at the option of the holder thereof, into 250 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.9% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. On March 31, 2026, the Reporting Persons converted 28,000 shares of Series A Convertible Preferred Stock into 7,000,000 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designations for the Series A Convertible Preferred Stock.

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

Row 2 · 2026-03-31 · Sale · Disposed 7,000,000 · Balance 5,503,418

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

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectFairmount Healthcare Fund II LP39,414 Reported balance After 2026-03-31 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2026-03-31 · Conversion · Disposed 28,000 · Balance 39,414

F1: Each share of Series A Convertible Preferred Stock is convertible into shares of Common Stock at any time at the option of the holder thereof, into 250 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.9% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. On March 31, 2026, the Reporting Persons converted 28,000 shares of Series A Convertible Preferred Stock into 7,000,000 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designations for the Series A Convertible Preferred Stock.

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

Filing footnotes · ownership attribution and instrument terms

F1: Each share of Series A Convertible Preferred Stock is convertible into shares of Common Stock at any time at the option of the holder thereof, into 250 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.9% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. On March 31, 2026, the Reporting Persons converted 28,000 shares of Series A Convertible Preferred Stock into 7,000,000 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designations for the Series A Convertible Preferred Stock.

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

Damora Therapeutics, Inc.

Report date March 23, 2026 · Filed March 25, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Fairmount Healthcare Co-Invest V L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $23.05 · Expires 2036-03-23IndirectBy: Peter Harwin37,313 Reported balance After 2026-03-23 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-03-23 · Grant · Acquired 37,313 · Balance 37,313

F1: This option represents a right to purchase shares of common stock of the Issuer. This option will vest in equal monthly installments through March 23, 2029, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II LP ("Fund II") and Fairmount Healthcare Co-Invest V L.P. ("Co-Invest"). Peter Harwin and Tomas Kiselak are the managers of Fairmount. Under Mr. Harwin's arrangement with Fairmount, Mr. Harwin holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: This option represents a right to purchase shares of common stock of the Issuer. This option will vest in equal monthly installments through March 23, 2029, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II LP ("Fund II") and Fairmount Healthcare Co-Invest V L.P. ("Co-Invest"). Peter Harwin and Tomas Kiselak are the managers of Fairmount. Under Mr. Harwin's arrangement with Fairmount, Mr. Harwin holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Dianthus Therapeutics, Inc. /DE/

Report date September 27, 2024 · Filed October 02, 2024

Jointly reported with Kiselak Tomas

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Fairmount SPV III, LLC0 Reported balance After 2024-09-27 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2024-09-27 · Other · Disposed 62,146 · Balance 0

F1: Represents a pro rata distribution, and not a purchase or sale, without additional consideration by Fairmount SPV III, LLC ("Fairmount SPV") to its membership interest investors.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II") and the Class A Member for Fairmount SPV. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II L.P.2,700,691 Reported balance Holding disclosure · report date 2024-09-27 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 2,700,691

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II") and the Class A Member for Fairmount SPV. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Represents a pro rata distribution, and not a purchase or sale, without additional consideration by Fairmount SPV III, LLC ("Fairmount SPV") to its membership interest investors.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II") and the Class A Member for Fairmount SPV. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Jade Biosciences, Inc.

Report date June 09, 2026 · Filed June 11, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Fairmount Healthcare Co-Invest IV L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $15.22 · Expires 2036-06-08Direct34,843 Reported balance After 2026-06-09 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-06-09 · Grant · Acquired 34,843 · Balance 34,843

F1: This option represents a right to purchase shares of the Issuer's common stock, which vests in full on the earlier of (i) June 9, 2027 or (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to Tomas Kiselak's continued service to the Issuer.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II LP ("Fund II") and Fairmount Healthcare Co-Invest IV L.P. ("Co-Invest"). Peter Harwin and Tomas Kiselak are the managers of Fairmount. Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: This option represents a right to purchase shares of the Issuer's common stock, which vests in full on the earlier of (i) June 9, 2027 or (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to Tomas Kiselak's continued service to the Issuer.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II LP ("Fund II") and Fairmount Healthcare Co-Invest IV L.P. ("Co-Invest"). Peter Harwin and Tomas Kiselak are the managers of Fairmount. Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Korsana Biosciences, Inc.

Report date September 09, 2026 · Filed September 10, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Fairmount Healthcare Co-Invest VI L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $26.20 · Expires 2036-09-09IndirectBy: Tomas Kiselak48,445 Reported balance After 2026-09-09 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-09-09 · Grant · Acquired 48,445 · Balance 48,445

F1: This option represents a right to purchase 48,445 shares of the Issuer's common stock. This option will vest in equal monthly installments through September 9, 2029, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II") and Fairmount Healthcare Co-Invest VI L.P. ("Co-Invest"). Peter Harwin and Tomas Kiselak are the managers of Fairmount. Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: This option represents a right to purchase 48,445 shares of the Issuer's common stock. This option will vest in equal monthly installments through September 9, 2029, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II") and Fairmount Healthcare Co-Invest VI L.P. ("Co-Invest"). Peter Harwin and Tomas Kiselak are the managers of Fairmount. Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Oruka Therapeutics, Inc.

Report date July 01, 2026 · Filed July 02, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Fairmount Healthcare Co-Invest III L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II L.P.1,131,954 Last balance in matching sequence After 2026-07-01 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2026-07-01 · Conversion · Acquired 3,553,410 · Balance 4,685,364

F1: Each share of Series B Preferred Stock is convertible at the option of the holder into 83.3332 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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. On July 1, 2026, the Reporting Persons converted 42,641 shares of Series B Preferred Stock into 3,553,410 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designation for the Series B Convertible Preferred Stock.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Row 2 · 2026-07-01 · Sale · Disposed 3,553,410 · Balance 1,131,954

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectBy Fairmount Healthcare Fund II L.P.94,497 Reported balance After 2026-07-01 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2026-07-01 · Conversion · Disposed 42,641 · Balance 94,497

F1: Each share of Series B Preferred Stock is convertible at the option of the holder into 83.3332 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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. On July 1, 2026, the Reporting Persons converted 42,641 shares of Series B Preferred Stock into 3,553,410 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designation for the Series B Convertible Preferred Stock.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Co-Invest III L.P.2,573,308 Reported balance Holding disclosure · report date 2026-07-01 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 2,573,308

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Each share of Series B Preferred Stock is convertible at the option of the holder into 83.3332 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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. On July 1, 2026, the Reporting Persons converted 42,641 shares of Series B Preferred Stock into 3,553,410 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designation for the Series B Convertible Preferred Stock.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Spyre Therapeutics, Inc.

Report date June 23, 2026 · Filed June 24, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II L.P.0 Last balance in matching sequence After 2026-06-23 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2026-06-23 · Conversion · Acquired 666,680 · Balance 4,684,781

F1: Each share of Series B Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. On June 23, 2026, the Reporting Persons converted 16,667 shares of Series B Preferred Stock into 666,680 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designations for the Series B Convertible Preferred Stock.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Row 2 · 2026-06-23 · Sale · Disposed 4,684,781 · Balance 0

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectFairmount Healthcare Fund II LP0 Reported balance After 2026-06-23 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2026-06-23 · Conversion · Disposed 16,667 · Balance 0

F1: Each share of Series B Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. On June 23, 2026, the Reporting Persons converted 16,667 shares of Series B Preferred Stock into 666,680 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designations for the Series B Convertible Preferred Stock.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectBy Tomas Kiselak406,038 Reported balance Holding disclosure · report date 2026-06-23 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 406,038

Common StockSEC Table I · non-derivativeIndirectBy Peter Harwin406,038 Reported balance Holding disclosure · report date 2026-06-23 · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · Balance 406,038

Series A Preferred StockSEC Table II · derivative / convertible securityIndirectFairmount Healthcare Fund II LP346,045 Reported balance Holding disclosure · report date 2026-06-23 · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · Balance 346,045

F3: Each share of Series A Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Each share of Series B Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. On June 23, 2026, the Reporting Persons converted 16,667 shares of Series B Preferred Stock into 666,680 shares of Common Stock for no cash consideration, in accordance with the Certificate of Designations for the Series B Convertible Preferred Stock.

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Each share of Series A Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

Viridian Therapeutics, Inc.\DE

Report date May 11, 2026 · Filed May 13, 2026

Jointly reported with Fairmount Healthcare Fund II GP LLC, Fairmount Healthcare Fund II L.P.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II L.P.5,090,928 Reported balance After 2026-05-11 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-05-11 · Purchase · Acquired 1,176,470 · Balance 5,090,928

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

Filing footnotes · ownership attribution and instrument terms

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

Zenas BioPharma, Inc.

Report date March 31, 2026 · Filed April 01, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Kiselak Tomas, Harwin Peter Evan

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II L.P.2,359,025 Reported balance After 2026-03-31 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-03-31 · Purchase · Acquired 150,000 · Balance 2,359,025

F1: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Apogee Therapeutics, Inc.

Report date September 03, 2026 · Filed September 03, 2026

Jointly reported with Fairmount Healthcare Fund II L.P., Kiselak Tomas, Harwin Peter Evan

Section 16 reporting ended · disclosed 2026-09-03. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Fairmount Healthcare Fund II LP0 Reported balance After 2026-09-03 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-09-03 · Disposition to issuer · Disposed 340,855 · Balance 0

F1: Each reported security was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc. (the "Merger Agreement"), in exchange for a cash payment equal to $135.11 per Share without interest (the "Merger Consideration").

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectBy Tomas Kiselak0 Reported balance After 2026-09-03 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2026-09-03 · Disposition to issuer · Disposed 51,166 · Balance 0

F1: Each reported security was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc. (the "Merger Agreement"), in exchange for a cash payment equal to $135.11 per Share without interest (the "Merger Consideration").

Common StockSEC Table I · non-derivativeIndirectBy Peter Harwin0 Reported balance After 2026-09-03 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2026-09-03 · Disposition to issuer · Disposed 51,166 · Balance 0

F1: Each reported security was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc. (the "Merger Agreement"), in exchange for a cash payment equal to $135.11 per Share without interest (the "Merger Consideration").

Non-Voting Common StockSEC Table II · derivative / convertible securityIndirectBy Fairmount Healthcare Fund II LP0 Reported balance After 2026-09-03 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2026-09-03 · Disposition to issuer · Disposed 6,743,321 · Balance 0

F3: The shares of non-voting common stock had no expiration date and were convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may have been changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not have exceeded 19.99%.

F1: Each reported security was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc. (the "Merger Agreement"), in exchange for a cash payment equal to $135.11 per Share without interest (the "Merger Consideration").

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $17.00 · Expires 2033-07-13IndirectBy Tomas Kiselak0 Reported balance After 2026-09-03 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2026-09-03 · Disposition to issuer · Disposed 47,758 · Balance 0

F5: Each reported option was disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the Merger Consideration of $135.11 over the exercise price of such option.

F4: As contemplated by the Merger Agreement, the reported options were vested as of the date of the merger of Andor Merger Co. with and into the Issuer, with the Issuer surviving as an indirectly wholly owned subsidiary of AbbVie Inc. (the "Merger"), or became fully vested in connection with the Merger.

F6: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak held the options reported herein for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak was obligated to turn over to Fairmount any net cash or stock received from the options for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaimed beneficial ownership of the option and underlying common stock.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $43.85 · Expires 2034-06-05IndirectBy Tomas Kiselak0 Reported balance After 2026-09-03 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2026-09-03 · Disposition to issuer · Disposed 10,370 · Balance 0

F5: Each reported option was disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the Merger Consideration of $135.11 over the exercise price of such option.

F4: As contemplated by the Merger Agreement, the reported options were vested as of the date of the merger of Andor Merger Co. with and into the Issuer, with the Issuer surviving as an indirectly wholly owned subsidiary of AbbVie Inc. (the "Merger"), or became fully vested in connection with the Merger.

F6: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak held the options reported herein for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak was obligated to turn over to Fairmount any net cash or stock received from the options for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaimed beneficial ownership of the option and underlying common stock.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $41.66 · Expires 2035-06-17IndirectBy Tomas Kiselak0 Reported balance After 2026-09-03 transaction · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · 2026-09-03 · Disposition to issuer · Disposed 14,461 · Balance 0

F5: Each reported option was disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the Merger Consideration of $135.11 over the exercise price of such option.

F4: As contemplated by the Merger Agreement, the reported options were vested as of the date of the merger of Andor Merger Co. with and into the Issuer, with the Issuer surviving as an indirectly wholly owned subsidiary of AbbVie Inc. (the "Merger"), or became fully vested in connection with the Merger.

F6: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak held the options reported herein for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak was obligated to turn over to Fairmount any net cash or stock received from the options for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaimed beneficial ownership of the option and underlying common stock.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $85.00 · Expires 2036-06-09IndirectBy Tomas Kiselak0 Reported balance After 2026-09-03 transaction · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · 2026-09-03 · Disposition to issuer · Disposed 7,657 · Balance 0

F5: Each reported option was disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the Merger Consideration of $135.11 over the exercise price of such option.

F4: As contemplated by the Merger Agreement, the reported options were vested as of the date of the merger of Andor Merger Co. with and into the Issuer, with the Issuer surviving as an indirectly wholly owned subsidiary of AbbVie Inc. (the "Merger"), or became fully vested in connection with the Merger.

F6: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak held the options reported herein for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak was obligated to turn over to Fairmount any net cash or stock received from the options for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaimed beneficial ownership of the option and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: Each reported security was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc. (the "Merger Agreement"), in exchange for a cash payment equal to $135.11 per Share without interest (the "Merger Consideration").

F2: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: The shares of non-voting common stock had no expiration date and were convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may have been changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not have exceeded 19.99%.

F4: As contemplated by the Merger Agreement, the reported options were vested as of the date of the merger of Andor Merger Co. with and into the Issuer, with the Issuer surviving as an indirectly wholly owned subsidiary of AbbVie Inc. (the "Merger"), or became fully vested in connection with the Merger.

F5: Each reported option was disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the Merger Consideration of $135.11 over the exercise price of such option.

F6: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak held the options reported herein for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak was obligated to turn over to Fairmount any net cash or stock received from the options for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaimed beneficial ownership of the option and underlying common stock.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
June 10, 2025 Filed Jun 11, 2025 21:00 UTC Viridian Therapeutics, Inc.\DE VRDN · Entity 4316 Exercise / conversionCommon Stock 12,500 $12.31 $153,875.00
Disclosure

SEC source: 0001104659-25-058580 · tm2517665d1_4seq1.xml · nonDerivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II GP LLC · CIK 0001830382 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · Fairmount Healthcare Fund II LP

Disclosed balance after: 3,459,913

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

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

Read SEC document
June 10, 2025 Filed Jun 12, 2025 20:34 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 GrantStock Option (Right to Buy) · Derivative 18,500 $0.00 Strike: $11.94 $0.00
Disclosure

SEC source: 0001104659-25-058927 · tm2517684-5_4seq1.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Tomas Kiselak

Disclosed balance after: 18,500

Underlying: Common Stock · 18,500 shares

Expires 2035-06-10

F1 · derivative.exercise_date: The option vests as to 100% of the underlying shares of common stock on June 10, 2026, the first anniversary of the vesting commencement date, subject to continued service.

F2 · ownership.nature: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount Funds Management LLC ("Fairmount" and each such investment vehicle, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
June 09, 2025 Filed Jun 11, 2025 21:00 UTC Viridian Therapeutics, Inc.\DE VRDN · Entity 4316 Exercise / conversionStock Option (Right to Buy) · Derivative 1,600 $0.00 Strike: $7.80 $0.00
Disclosure

SEC source: 0001104659-25-058580 · tm2517665d1_4seq1.xml · derivative · entry 3

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II GP LLC · CIK 0001830382 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By: Peter Harwin

Disclosed balance after: 0

Underlying: Common Stock · 1,600 shares

Expires 2025-06-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_date: Beginning on October 27, 2020, the option vested monthly over a three-year period, subject to Peter Harwin's continued service to the Issuer. Mr. Harwin, a Managing Member of Fairmount and Fairmount GP II, served on the Issuer's Board of Directors through March 10, 2025.

F3 · ownership.direct: Under Mr. Harwin's arrangement with Fairmount, Mr. Harwin held options received as director compensation from the Issuer for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from such options for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
June 09, 2025 Filed Jun 11, 2025 21:00 UTC Viridian Therapeutics, Inc.\DE VRDN · Entity 4316 Exercise / conversionCommon Stock 1,600 $7.80 $12,480.00
Disclosure

SEC source: 0001104659-25-058580 · tm2517665d1_4seq1.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II GP LLC · CIK 0001830382 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · Fairmount Healthcare Fund II LP

Disclosed balance after: 3,447,413

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

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

Read SEC document
June 02, 2025 Filed Jun 3, 2025 20:30 UTC Oruka Therapeutics, Inc. ORKA · Entity 3781 GrantStock Option (Right to Buy) · Derivative 17,500 $0.00 Strike: $11.77 $0.00
Disclosure

SEC source: 0001104659-25-055989 · tm2517029-1_4seq1.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

Fairmount Healthcare Co-Invest III L.P. · CIK 0002009690 · Director

Harwin Peter Evan · CIK 0001663607 · Director · 10% owner

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By: Peter Harwin

Disclosed balance after: 17,500

Underlying: Common Stock · 17,500 shares

Expires 2035-06-01

F1 · derivative.exercise_date: This option represents a right to purchase 17,500 shares of the Issuer's common stock, which vests as to 1/12 of the option monthly from June 2, 2025, subject to the recipient's continued service to the Issuer.

F2 · ownership.direct: Under Mr. Harwin's arrangement with Fairmount Funds Management LLC ("Fairmount"), Mr. Harwin holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
May 29, 2025 Filed Jun 2, 2025 20:39 UTC Spyre Therapeutics, Inc. SYRE · Entity 2649 GrantStock Option (Right to Buy) · Derivative 25,000 $0.00 Strike: $15.55 $0.00
Disclosure

SEC source: 0001636282-25-000069 · wk-form4_1748896783.xml · derivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Harwin Peter Evan · CIK 0001663607 · Director

Kiselak Tomas · CIK 0001830177 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Tomas Kiselak

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-05-29

F3 · derivative.exercise_date: This option represents a right to purchase 25,000 shares of the Issuer's common stock, which will vest and become exercisable in 12 equal monthly installments following May 29, 2025 until such time as the option is 100% vested, subject to Tomas Kiselak's continuous service with the Issuer at each vesting date.

F4 · ownership.nature: Under Mr. Kiselak's arrangement with Fairmount Funds Management LLC (the "Adviser"), Mr. Kiselak holds the option for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to the Adviser any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock, except to the extent of his pecuniary interest therein.

Read SEC document
May 29, 2025 Filed Jun 2, 2025 20:39 UTC Spyre Therapeutics, Inc. SYRE · Entity 2649 GrantStock Option (Right to Buy) · Derivative 25,000 $0.00 Strike: $15.55 $0.00
Disclosure

SEC source: 0001636282-25-000069 · wk-form4_1748896783.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Harwin Peter Evan · CIK 0001663607 · Director

Kiselak Tomas · CIK 0001830177 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Peter Harwin

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-05-29

F1 · derivative.exercise_date: This option represents a right to purchase 25,000 shares of the Issuer's common stock, which will vest and become exercisable in 12 equal monthly installments following May 29, 2025 until such time as the option is 100% vested, subject to Peter Harwin's continuous service with the Issuer at each vesting date.

F2 · ownership.nature: Under Mr. Harwin's arrangement with Fairmount Funds Management LLC (the "Adviser"), Mr. Harwin holds the option for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to the Adviser any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock, except to the extent of his pecuniary interest therein.

Read SEC document
April 29, 2025 Filed May 1, 2025 22:16 UTC Jade Biosciences, Inc. JBIO · Entity 4757 GrantStock Option (Right to Buy) · Derivative 23,017 $0.00 Strike: $10.14 $0.00
Disclosure

SEC source: 0000950170-25-062123 · ownership.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

Harwin Peter Evan · CIK 0001663607 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 23,017

Underlying: Common Stock · 23,017 shares

Expires 2035-04-29

F1 · derivative.exercise_date: This option represents a right to purchase 23,017 shares of the Issuer's common stock, which vests in full on the earlier of (i) April 29, 2026 or (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to the recipient's continued service to the Issuer.

F2 · ownership.direct: Under Mr. Kiselak's arrangement with Fairmount Funds Management LLC ("Fairmount"), Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
November 19, 2024 Filed Nov 21, 2024 23:30 UTC Oruka Therapeutics, Inc. ORKA · Entity 3781 Exercise / conversionSeries A Non-Voting Convertible Preferred Stock · Derivative 160 $0.00 $0.00
Disclosure

SEC source: 0001213900-24-101116 · ownership.xml · derivative · entry 3

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

Harwin Peter Evan · CIK 0001663607 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II L.P.

Disclosed balance after: 0

Underlying: Common Stock · 160,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Following receipt of the Requisite Stockholder Approval, each share of Series A Convertible Preferred Stock automatically converted into 1,000 shares of Common Stock. The Series A Convertible Preferred Stock has no expiration date.

F1 · kind: On November 14, 2024, the Issuer's stockholders approved the issuance of Common Stock upon conversion of the Issuer's Series A Non-Voting Convertible Preferred Stock, par value $0.001 per share ("Series A Convertible Preferred Stock") (the "Requisite Stockholder Approval"). Accordingly, pursuant to the terms of the Certificate of Designations of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock, 160 shares of Series A Convertible Preferred Stock held by Fairmount Healthcare Fund II LP ("Fund II") were converted into 160,000 shares of Common Stock, effective at 5:00 pm, Eastern Time on November 19, 2024.

F3 · derivative.exercise_date: Following receipt of the Requisite Stockholder Approval, each share of Series A Convertible Preferred Stock automatically converted into 1,000 shares of Common Stock. The Series A Convertible Preferred Stock has no expiration date.

F3 · derivative.expiration_date: Following receipt of the Requisite Stockholder Approval, each share of Series A Convertible Preferred Stock automatically converted into 1,000 shares of Common Stock. The Series A Convertible Preferred Stock has no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fund II and Fairmount Healthcare Co-Invest III L.P. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
November 19, 2024 Filed Nov 21, 2024 23:30 UTC Oruka Therapeutics, Inc. ORKA · Entity 3781 Exercise / conversionCommon Stock 160,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001213900-24-101116 · ownership.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

Harwin Peter Evan · CIK 0001663607 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II L.P.

Disclosed balance after: 798,614

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On November 14, 2024, the Issuer's stockholders approved the issuance of Common Stock upon conversion of the Issuer's Series A Non-Voting Convertible Preferred Stock, par value $0.001 per share ("Series A Convertible Preferred Stock") (the "Requisite Stockholder Approval"). Accordingly, pursuant to the terms of the Certificate of Designations of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock, 160 shares of Series A Convertible Preferred Stock held by Fairmount Healthcare Fund II LP ("Fund II") were converted into 160,000 shares of Common Stock, effective at 5:00 pm, Eastern Time on November 19, 2024.

F1 · price: On November 14, 2024, the Issuer's stockholders approved the issuance of Common Stock upon conversion of the Issuer's Series A Non-Voting Convertible Preferred Stock, par value $0.001 per share ("Series A Convertible Preferred Stock") (the "Requisite Stockholder Approval"). Accordingly, pursuant to the terms of the Certificate of Designations of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock, 160 shares of Series A Convertible Preferred Stock held by Fairmount Healthcare Fund II LP ("Fund II") were converted into 160,000 shares of Common Stock, effective at 5:00 pm, Eastern Time on November 19, 2024.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fund II and Fairmount Healthcare Co-Invest III L.P. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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September 27, 2024 Filed Oct 2, 2024 00:00 UTC Dianthus Therapeutics, Inc. /DE/ DNTH · Entity 1813 OtherCommon Stock 62,146 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-105106 · tm2425346-1_4seq1.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount SPV III, LLC

Disclosed balance after: 0

F1 · kind: Represents a pro rata distribution, and not a purchase or sale, without additional consideration by Fairmount SPV III, LLC ("Fairmount SPV") to its membership interest investors.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II") and the Class A Member for Fairmount SPV. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries C Convertible Preferred Stock · Derivative 2,614,287 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · derivative · entry 9

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 301,077 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · price: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · derivative.exercise_date: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · derivative.expiration_date: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries B Convertible Preferred Stock · Derivative 6,163,236 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · derivative · entry 8

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 709,794 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · price: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · derivative.exercise_date: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · derivative.expiration_date: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries A Convertible Preferred Stock · Derivative 2,195,871 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · derivative · entry 7

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 252,890 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · price: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · derivative.exercise_date: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · derivative.expiration_date: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries Seed Convertible Preferred Stock · Derivative 357,143 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · derivative · entry 6

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 41,130 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · price: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · derivative.exercise_date: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · derivative.expiration_date: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 PurchaseCommon Stock 300,000 $17.00 $5,100,000.00
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · nonDerivative · entry 5

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 1,604,891

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 301,077 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · nonDerivative · entry 4

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 1,304,891

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · kind: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · price: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 709,794 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · nonDerivative · entry 3

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 1,003,814

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · kind: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · price: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 252,890 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · nonDerivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 294,020

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · kind: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · price: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 41,130 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 41,140

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · price: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries C Convertible Preferred Stock · Derivative 2,614,287 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · derivative · entry 9

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 301,077 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F6 · price: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F6 · derivative.exercise_date: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F6 · derivative.expiration_date: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries B Convertible Preferred Stock · Derivative 6,163,236 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · derivative · entry 8

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 709,794 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · price: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · derivative.exercise_date: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · derivative.expiration_date: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries A Convertible Preferred Stock · Derivative 2,195,871 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · derivative · entry 7

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 252,890 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4 · price: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · derivative.exercise_date: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · derivative.expiration_date: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionSeries Seed Convertible Preferred Stock · Derivative 357,143 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · derivative · entry 6

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 41,130 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · price: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · derivative.exercise_date: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · derivative.expiration_date: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 PurchaseCommon Stock 300,000 $17.00 $5,100,000.00
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · nonDerivative · entry 5

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 1,892,806

F2 · balance_after: The original Form 4, filed on September 16, 2024 is being amended by this Form 4 solely to correct the previously reported "Amount of Securities Beneficially Owned Following Reported Transactions." This amended Form 4 does not report any new transactions or otherwise modify the transaction details that were previously reported.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 301,077 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · nonDerivative · entry 4

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 1,592,806

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · kind: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F6 · price: On September 16, 2024, the shares of Series C Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · balance_after: The original Form 4, filed on September 16, 2024 is being amended by this Form 4 solely to correct the previously reported "Amount of Securities Beneficially Owned Following Reported Transactions." This amended Form 4 does not report any new transactions or otherwise modify the transaction details that were previously reported.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 709,794 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · nonDerivative · entry 3

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 1,291,729

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · kind: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F5 · price: On September 16, 2024, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · balance_after: The original Form 4, filed on September 16, 2024 is being amended by this Form 4 solely to correct the previously reported "Amount of Securities Beneficially Owned Following Reported Transactions." This amended Form 4 does not report any new transactions or otherwise modify the transaction details that were previously reported.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 252,890 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · nonDerivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 581,935

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · kind: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F4 · price: On September 16, 2024, the shares of Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · balance_after: The original Form 4, filed on September 16, 2024 is being amended by this Form 4 solely to correct the previously reported "Amount of Securities Beneficially Owned Following Reported Transactions." This amended Form 4 does not report any new transactions or otherwise modify the transaction details that were previously reported.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 16, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 ConversionCommon Stock 41,130 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 329,045

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F1 · price: On September 16, 2024, the shares of Series Seed Convertible Preferred Stock automatically converted into shares of Common Stock on a 8.6831-for-1 basis without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.

F2 · balance_after: The original Form 4, filed on September 16, 2024 is being amended by this Form 4 solely to correct the previously reported "Amount of Securities Beneficially Owned Following Reported Transactions." This amended Form 4 does not report any new transactions or otherwise modify the transaction details that were previously reported.

F3 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. ("Fund II"). The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 13, 2024 Filed Sep 18, 2024 01:00 UTC Viridian Therapeutics, Inc.\DE VRDN · Entity 4316 PurchaseCommon Stock 1,600,000 $18.75 $30,000,000.00
Disclosure

SEC source: 0001104659-24-100769 · tm2424272-1_4seq1.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II GP LLC · CIK 0001830382 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · Fairmount Healthcare Fund II LP

Disclosed balance after: 3,445,813

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

Read SEC document
September 12, 2024 Filed Sep 17, 2024 00:54 UTC Zenas BioPharma, Inc. ZBIO · Entity 275 GrantStock Option (Right to Buy) · Derivative 37,000 $0.00 Strike: $17.00 $0.00
Disclosure

SEC source: 0001104659-24-100330 · tm2424157-1_4seq1.xml · derivative · entry 10

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Tomas Kiselak

Disclosed balance after: 37,000

Underlying: Common Stock · 37,000 shares

Expires 2034-09-11

F6 · derivative.exercise_date: The option vests in equal annual installments over three years beginning on September 12, 2025, the first anniversary of the vesting commencement date, subject to continued service.

F7 · ownership.nature: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
September 12, 2024 Filed Sep 18, 2024 00:56 UTC Amendment Zenas BioPharma, Inc. ZBIO · Entity 275 GrantStock Option (Right to Buy) · Derivative 37,000 $0.00 Strike: $17.00 $0.00
Disclosure

SEC source: 0001104659-24-100766 · tm2424157-13_4aseq1.xml · derivative · entry 10

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Tomas Kiselak

Disclosed balance after: 37,000

Underlying: Common Stock · 37,000 shares

Expires 2034-09-11

F7 · derivative.exercise_date: The option vests in equal annual installments over three years beginning on September 12, 2025, the first anniversary of the vesting commencement date, subject to continued service.

F8 · ownership.nature: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
September 11, 2024 Filed Sep 13, 2024 20:55 UTC Oruka Therapeutics, Inc. ORKA · Entity 3781 GrantSeries A Non-Voting Convertible Preferred Stock · Derivative 160 $23,000.00 $3,680,000.00
Disclosure

SEC source: 0001213900-24-078633 · ownership.xml · derivative · entry 3

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

Harwin Peter Evan · CIK 0001663607 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II L.P.

Disclosed balance after: 160

Underlying: Common Stock · 160,000 shares

Expires not disclosed

F3 · derivative.exercise_price: Following stockholder approval of the conversion of the Series A non-voting convertible preferred stock (the "Series A Preferred Stock") into shares of Common Stock, each share of Series A Preferred Stock will automatically convert 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 A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. The Series A Preferred Stock has no expiration date.

F4 · shares: The shares of Series A Preferred Stock were purchased from the Issuer in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended.

F3 · derivative.exercise_date: Following stockholder approval of the conversion of the Series A non-voting convertible preferred stock (the "Series A Preferred Stock") into shares of Common Stock, each share of Series A Preferred Stock will automatically convert 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 A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. The Series A Preferred Stock has no expiration date.

F3 · derivative.expiration_date: Following stockholder approval of the conversion of the Series A non-voting convertible preferred stock (the "Series A Preferred Stock") into shares of Common Stock, each share of Series A Preferred Stock will automatically convert 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 A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion. The Series A Preferred Stock has no expiration date.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 11, 2024 Filed Sep 13, 2024 20:55 UTC Oruka Therapeutics, Inc. ORKA · Entity 3781 GrantCommon Stock 275,000 $23.00 $6,325,000.00
Disclosure

SEC source: 0001213900-24-078633 · ownership.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

Harwin Peter Evan · CIK 0001663607 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II L.P.

Disclosed balance after: 638,614

F1 · kind: The shares of Common Stock were purchased from the Issuer in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. and Fairmount Healthcare Co-Invest III L.P. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
June 10, 2024 Filed Jun 13, 2024 01:01 UTC Cogent Biosciences, Inc. COGT · Entity 3793 Exercise / conversionSeries B Convertible Preferred Stock · Derivative 1,500 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-072639 · ownership.xml · derivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · Fairmount Healthcare Fund II LP

Disclosed balance after: 0

Underlying: Common Stock · 1,500,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Following receipt of the Requisite Stockholder Approval, each share of Series B Preferred Stock automatically converted into 1,000 shares of Common Stock, subject to certain limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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 a specified percentage (to be established by the holder between 0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F1 · kind: On June 5, 2024, Issuer's stockholders approved an amendment to Issuer's Certificate of Incorporation to increase the number of authorized shares of Common Stock from 150,000,000 to 300,000,000 (the "Requisite Stockholder Approval"). Accordingly, pursuant to the terms of the Certificate of Designations of Preferences, Rights and Limitations of Series B Non-Voting Convertible Preferred Stock, 1,500 shares of Series B Convertible Preferred Stock, par value $0.001 per share (the "Series B Preferred Stock"), held by Fairmount Healthcare Fund II LP ("Fund II") were converted into 1,500,000 shares of Common Stock, effective at 5:00 pm ET on June 10, 2024.

F3 · derivative.exercise_date: Following receipt of the Requisite Stockholder Approval, each share of Series B Preferred Stock automatically converted into 1,000 shares of Common Stock, subject to certain limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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 a specified percentage (to be established by the holder between 0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F3 · derivative.expiration_date: Following receipt of the Requisite Stockholder Approval, each share of Series B Preferred Stock automatically converted into 1,000 shares of Common Stock, subject to certain limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B 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 a specified percentage (to be established by the holder between 0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

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

Read SEC document
June 10, 2024 Filed Jun 13, 2024 01:01 UTC Cogent Biosciences, Inc. COGT · Entity 3793 Exercise / conversionCommon Stock 1,500,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000950170-24-072639 · ownership.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · Fairmount Healthcare Fund II LP

Disclosed balance after: 6,225,641

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On June 5, 2024, Issuer's stockholders approved an amendment to Issuer's Certificate of Incorporation to increase the number of authorized shares of Common Stock from 150,000,000 to 300,000,000 (the "Requisite Stockholder Approval"). Accordingly, pursuant to the terms of the Certificate of Designations of Preferences, Rights and Limitations of Series B Non-Voting Convertible Preferred Stock, 1,500 shares of Series B Convertible Preferred Stock, par value $0.001 per share (the "Series B Preferred Stock"), held by Fairmount Healthcare Fund II LP ("Fund II") were converted into 1,500,000 shares of Common Stock, effective at 5:00 pm ET on June 10, 2024.

F1 · price: On June 5, 2024, Issuer's stockholders approved an amendment to Issuer's Certificate of Incorporation to increase the number of authorized shares of Common Stock from 150,000,000 to 300,000,000 (the "Requisite Stockholder Approval"). Accordingly, pursuant to the terms of the Certificate of Designations of Preferences, Rights and Limitations of Series B Non-Voting Convertible Preferred Stock, 1,500 shares of Series B Convertible Preferred Stock, par value $0.001 per share (the "Series B Preferred Stock"), held by Fairmount Healthcare Fund II LP ("Fund II") were converted into 1,500,000 shares of Common Stock, effective at 5:00 pm ET on June 10, 2024.

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

Read SEC document
June 05, 2024 Filed Jun 8, 2024 00:00 UTC Apogee Therapeutics, Inc. APGE · Entity 1939 GrantStock Option (Right to Buy) · Derivative 10,370 $0.00 Strike: $43.85 $0.00
Disclosure

SEC source: 0001104659-24-069790 · tm2416491-7_4seq1.xml · derivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,370

Underlying: Common Stock · 10,370 shares

Expires 2034-06-05

F1 · derivative.exercise_date: This option represents the right to purchase 10,370 shares of the Issuer's common stock and will vest on the one-year anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer on such vesting date.

F3 · ownership.direct: Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more Fairmount Funds. Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
June 05, 2024 Filed Jun 8, 2024 00:00 UTC Apogee Therapeutics, Inc. APGE · Entity 1939 GrantStock Option (Right to Buy) · Derivative 10,370 $0.00 Strike: $43.85 $0.00
Disclosure

SEC source: 0001104659-24-069790 · tm2416491-7_4seq1.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,370

Underlying: Common Stock · 10,370 shares

Expires 2034-06-05

F1 · derivative.exercise_date: This option represents the right to purchase 10,370 shares of the Issuer's common stock and will vest on the one-year anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer on such vesting date.

F2 · ownership.direct: Under Mr. Harwin's arrangement with Fairmount Funds Management LLC ('Fairmount'), Mr. Harwin holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.

Read SEC document
May 23, 2024 Filed May 28, 2024 23:57 UTC Dianthus Therapeutics, Inc. /DE/ DNTH · Entity 1813 GrantStock Option (Right to Buy) · Derivative 11,000 $0.00 Strike: $21.77 $0.00
Disclosure

SEC source: 0000950170-24-065539 · ownership.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director

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: 11,000

Underlying: Common Stock · 11,000 shares

Expires 2034-05-22

F1 · derivative.exercise_date: The shares of common stock underlying this stock option award will vest in full on the date that is the earlier of (i) the first anniversary of the grant date or (ii) the Issuer's 2025 Annual Meeting of Stockholders, subject to Tomas Kiselak's continued service to the Issuer through the vesting date.

F2 · ownership.nature: Under Mr. Kiselak's arrangement with Fairmount Funds Management LLC ("Fairmount"), Mr. Kiselak holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therin.

Read SEC document
May 14, 2024 Filed May 16, 2024 20:10 UTC Spyre Therapeutics, Inc. SYRE · Entity 2649 GrantStock Option (Right to Buy) · Derivative 11,323 $0.00 Strike: $39.29 $0.00
Disclosure

SEC source: 0000950170-24-061084 · ownership.xml · derivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Tomas Kiselak

Disclosed balance after: 11,323

Underlying: Common Stock · 11,323 shares

Expires 2034-05-14

F3 · derivative.exercise_date: This option represents a right to purchase 11,323 shares of the Issuer's common stock, which will vest and become exercisable in 12 equal monthly installments following May 14, 2024 until such time as the option is 100% vested, subject to Tomas Kiselak's continuous service with the Issuer at each vesting date.

F4 · ownership.nature: Under Mr. Kiselak's arrangement with Fairmount Funds Management LLC (the "Adviser"), Mr. Kiselak holds the option for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). Mr. Kiselak is obligated to turn over to the Adviser any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock.

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May 14, 2024 Filed May 16, 2024 20:10 UTC Spyre Therapeutics, Inc. SYRE · Entity 2649 GrantStock Option (Right to Buy) · Derivative 11,323 $0.00 Strike: $39.29 $0.00
Disclosure

SEC source: 0000950170-24-061084 · ownership.xml · derivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Peter Harwin

Disclosed balance after: 11,323

Underlying: Common Stock · 11,323 shares

Expires 2034-05-14

F1 · derivative.exercise_date: This option represents a right to purchase 11,323 shares of the Issuer's common stock, which will vest and become exercisable in 12 equal monthly installments following May 14, 2024 until such time as the option is 100% vested, subject to Peter Harwin's continuous service with the Issuer at each vesting date.

F2 · ownership.nature: Under Mr. Harwin's arrangement with Fairmount Funds Management LLC (the "Adviser"), Mr. Harwin holds the option for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to the Adviser any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock.

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April 25, 2024 Filed Apr 25, 2024 20:55 UTC Spyre Therapeutics, Inc. SYRE · Entity 2649 Exercise / conversionSeries A Preferred Stock · Derivative 90,992 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-048457 · ownership.xml · derivative · entry 4

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II L.P.

Disclosed balance after: 346,045

Underlying: Common Stock · 3,639,680 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Each share of Series A Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F1 · kind: Pursuant to an Exchange Agreement between Fairmount Healthcare Fund II L.P. ("Fund II") and the Issuer dated as of April 23, 2024, Fund II exchanged 90,992 shares of Series A Non-Voting Convertible Preferred Stock ("Series A Preferred Stock") for 3,639,680 shares of Common Stock, effective on April 25, 2024.

F3 · derivative.exercise_date: Each share of Series A Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F3 · derivative.expiration_date: Each share of Series A Preferred Stock is convertible at the option of the holder into 40 shares of Common Stock, subject to certain beneficial ownership limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A 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 9.99% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fund II. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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April 25, 2024 Filed Apr 25, 2024 20:55 UTC Spyre Therapeutics, Inc. SYRE · Entity 2649 Exercise / conversionCommon Stock 3,639,680 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-048457 · ownership.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II L.P.

Disclosed balance after: 4,018,101

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to an Exchange Agreement between Fairmount Healthcare Fund II L.P. ("Fund II") and the Issuer dated as of April 23, 2024, Fund II exchanged 90,992 shares of Series A Non-Voting Convertible Preferred Stock ("Series A Preferred Stock") for 3,639,680 shares of Common Stock, effective on April 25, 2024.

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fund II. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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April 01, 2024 Filed Apr 1, 2024 22:21 UTC Dianthus Therapeutics, Inc. /DE/ DNTH · Entity 1813 OtherCommon Stock 58,857 Not disclosed Not disclosed
Disclosure

SEC source: 0000950170-24-039590 · ownership.xml · nonDerivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 2,700,691

F1 · kind: On April 1, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F1 · price: On April 1, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F3 · ownership.nature: Fairmount is the investment manager for Fund II. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the securities held by Fund II for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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April 01, 2024 Filed Apr 1, 2024 22:21 UTC Dianthus Therapeutics, Inc. /DE/ DNTH · Entity 1813 OtherCommon Stock 58,857 Not disclosed Not disclosed
Disclosure

SEC source: 0000950170-24-039590 · ownership.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Kiselak Tomas · CIK 0001830177 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund LP

Disclosed balance after: 0

F1 · kind: On April 1, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F1 · price: On April 1, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F2 · ownership.nature: Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fund I. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the securities held by Fund I for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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March 28, 2024 Filed Apr 1, 2024 17:44 UTC Apogee Therapeutics, Inc. APGE · Entity 1939 OtherNon-Voting Common Stock · Derivative 221,426 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-041998 · tm2410305-2_4seq1.xml · derivative · entry 6

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund L.P. · CIK 0001686157 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 6,743,321

Underlying: Common Stock · 6,521,895 shares

Expires not disclosed

F4 · derivative.exercise_price: The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

F1 · kind: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and non-voting common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F4 · derivative.exercise_date: The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

F4 · derivative.expiration_date: The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

F3 · ownership.nature: Fairmount Funds Management LLC and Fairmount Healthcare Fund II GP LLC have voting power and investment power over the shares of common stock and non-voting common stock held by Fund II. Peter Harwin and Tomas Kiselak are the Managing Members of Fairmount Healthcare Fund II GP LLC. Fairmount Funds Management LLC, Fairmount Healthcare Fund II GP LLC, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the securities held by Fund II for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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March 28, 2024 Filed Apr 1, 2024 17:44 UTC Apogee Therapeutics, Inc. APGE · Entity 1939 OtherNon-Voting Common Stock · Derivative 221,426 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-041998 · tm2410305-2_4seq1.xml · derivative · entry 5

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund L.P. · CIK 0001686157 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund LP

Disclosed balance after: 0

Underlying: Common Stock · 221,426 shares

Expires not disclosed

F4 · derivative.exercise_price: The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

F1 · kind: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and non-voting common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F4 · derivative.exercise_date: The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

F4 · derivative.expiration_date: The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

F2 · ownership.nature: Fairmount Funds Management LLC and Fairmount Healthcare Fund GP LLC have voting power and investment power over the shares of common stock and non-voting common stock held by Fund I. Peter Harwin and Tomas Kiselak are the Managing Members of Fairmount Healthcare Fund GP LLC. Fairmount Funds Management LLC, Fairmount Healthcare Fund GP LLC, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the securities held by Fund I for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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March 28, 2024 Filed Apr 1, 2024 17:44 UTC Apogee Therapeutics, Inc. APGE · Entity 1939 OtherCommon Stock 55,913 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-041998 · tm2410305-2_4seq1.xml · nonDerivative · entry 2

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund L.P. · CIK 0001686157 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 2,048,647

F1 · kind: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and non-voting common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F1 · price: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and non-voting common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F3 · ownership.nature: Fairmount Funds Management LLC and Fairmount Healthcare Fund II GP LLC have voting power and investment power over the shares of common stock and non-voting common stock held by Fund II. Peter Harwin and Tomas Kiselak are the Managing Members of Fairmount Healthcare Fund II GP LLC. Fairmount Funds Management LLC, Fairmount Healthcare Fund II GP LLC, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the securities held by Fund II for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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March 28, 2024 Filed Apr 1, 2024 17:44 UTC Apogee Therapeutics, Inc. APGE · Entity 1939 OtherCommon Stock 55,913 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-041998 · tm2410305-2_4seq1.xml · nonDerivative · entry 1

Fairmount Funds Management LLC · CIK 0001802528 · Director

Fairmount Healthcare Fund L.P. · CIK 0001686157 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director

Kiselak Tomas · CIK 0001830177 · Director

Harwin Peter Evan · CIK 0001663607 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund LP

Disclosed balance after: 0

F1 · kind: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and non-voting common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F1 · price: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and non-voting common stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F2 · ownership.nature: Fairmount Funds Management LLC and Fairmount Healthcare Fund GP LLC have voting power and investment power over the shares of common stock and non-voting common stock held by Fund I. Peter Harwin and Tomas Kiselak are the Managing Members of Fairmount Healthcare Fund GP LLC. Fairmount Funds Management LLC, Fairmount Healthcare Fund GP LLC, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the securities held by Fund I for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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March 28, 2024 Filed Apr 1, 2024 18:32 UTC Viridian Therapeutics, Inc.\DE VRDN · Entity 4316 OtherSeries A Non-Voting Convertible Preferred Stock · Derivative 21,999 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-039599 · ownership.xml · derivative · entry 4

Fairmount Funds Management LLC · CIK 0001802528 · Director · 10% owner

Fairmount Healthcare Fund GP LLC · CIK 0001830383 · Director

Fairmount Healthcare Fund II GP LLC · CIK 0001830382 · Director · 10% owner

Fairmount Healthcare Fund L.P. · CIK 0001686157 · Director

Fairmount Healthcare Fund II L.P. · CIK 0001769651 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Fairmount Healthcare Fund II LP

Disclosed balance after: 133,191

Underlying: Common Stock · 1,466,673 shares

Expires not disclosed

F4 · derivative.exercise_price: Each share of Series A Non-Voting Convertible Preferred Stock is convertible into shares of common stock at any time at the option of the holder thereof, into 66.67 shares of common stock, subject to certain limitations, including that a holder of Series A Non-Voting Convertible Preferred Stock is prohibited from converting shares of Series A Non-Voting Convertible 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.

F1 · kind: On March 28, 2024, in connection with the wind down of Fairmount Healthcare Fund LP ("Fund I"), all shares of common stock and Series A Non-Voting Convertible Preferred Stock held by Fund I were transferred to Fairmount Healthcare Fund II LP ("Fund II").

F4 · derivative.exercise_date: Each share of Series A Non-Voting Convertible Preferred Stock is convertible into shares of common stock at any time at the option of the holder thereof, into 66.67 shares of common stock, subject to certain limitations, including that a holder of Series A Non-Voting Convertible Preferred Stock is prohibited from converting shares of Series A Non-Voting Convertible 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.

F4 · derivative.expiration_date: Each share of Series A Non-Voting Convertible Preferred Stock is convertible into shares of common stock at any time at the option of the holder thereof, into 66.67 shares of common stock, subject to certain limitations, including that a holder of Series A Non-Voting Convertible Preferred Stock is prohibited from converting shares of Series A Non-Voting Convertible 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.

F3 · ownership.nature: Fairmount Funds Management LLC and Fairmount Healthcare Fund II GP LLC have voting power and investment power over the securities held by Fund II. They disclaim beneficial ownership of securities held by Fund II for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.