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Freebird Partners LP

Disclosed activity across 2 companies

Tapewire entity
95546
SEC CIK
0001955231

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Comera Life Sciences Holdings, Inc.CMRA · Entity 9467010% ownerDecember 29, 2023January 03, 2024
Ernexa Therapeutics Inc.ERNA · Entity 827810% ownerDecember 14, 2023December 19, 2023

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.

Comera Life Sciences Holdings, Inc.

Report date December 29, 2023 · Filed January 03, 2024

Jointly reported with Freebird Investments LLC, HUFF CURTIS W

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Convertible Note SharesSEC Table II · derivative / convertible security · Conversion / exercise price $0.06 · Expires 2024-12-29Direct2,453,636 Reported balance After 2023-12-29 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2023-12-29 · Purchase · Acquired 2,453,636 · Balance 2,453,636

F1: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.0001 ("Common Stock") of Comera Life Sciences Holdings, Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F2: Pursuant to that certain Securities Purchase Agreement dated December 29, 2023, as announced in the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on December 29, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $134,950, (i) a Senior Convertible Note in the principal amount of $134,950 (the "Note") with a one (1) year term, and (ii) a warrant to purchase up to 4,907,272 shares of Common Stock (the "Warrant" and such transactions the "Transactions").

F3: (Continued from footnote 2) The Note may be converted at any time and from time to time after December 29, 2023, at the option of the holder, at a conversion price of $0.055 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 29, 2023, and may be exercised through December 29, 2028, at an exercise price of $0.055 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company.

Common Stock Purchase WarrantSEC Table II · derivative / convertible security · Conversion / exercise price $0.06 · Expires 2028-12-29Direct7,362,005 Reported balance After 2023-12-29 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2023-12-29 · Purchase · Acquired 4,907,272 · Balance 7,362,005

F2: Pursuant to that certain Securities Purchase Agreement dated December 29, 2023, as announced in the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on December 29, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $134,950, (i) a Senior Convertible Note in the principal amount of $134,950 (the "Note") with a one (1) year term, and (ii) a warrant to purchase up to 4,907,272 shares of Common Stock (the "Warrant" and such transactions the "Transactions").

F3: (Continued from footnote 2) The Note may be converted at any time and from time to time after December 29, 2023, at the option of the holder, at a conversion price of $0.055 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 29, 2023, and may be exercised through December 29, 2028, at an exercise price of $0.055 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company.

F1: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.0001 ("Common Stock") of Comera Life Sciences Holdings, Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

Filing footnotes · ownership attribution and instrument terms

F1: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.0001 ("Common Stock") of Comera Life Sciences Holdings, Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F2: Pursuant to that certain Securities Purchase Agreement dated December 29, 2023, as announced in the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on December 29, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $134,950, (i) a Senior Convertible Note in the principal amount of $134,950 (the "Note") with a one (1) year term, and (ii) a warrant to purchase up to 4,907,272 shares of Common Stock (the "Warrant" and such transactions the "Transactions").

F3: (Continued from footnote 2) The Note may be converted at any time and from time to time after December 29, 2023, at the option of the holder, at a conversion price of $0.055 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 29, 2023, and may be exercised through December 29, 2028, at an exercise price of $0.055 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company.

Ernexa Therapeutics Inc.

Report date December 14, 2023 · Filed December 19, 2023

Jointly reported with Freebird Investments LLC, HUFF CURTIS W

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock Purchase WarrantSEC Table II · derivative / convertible security · Conversion / exercise price $3.28 · Expires 2028-06-02Direct524,474 Reported balance After 2023-12-14 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2023-12-14 · Disposition to issuer · Acquired 424,928 · Balance 524,474

F1: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

Common Stock Purchase WarrantSEC Table II · derivative / convertible security · Conversion / exercise price $1.43 · Expires 2028-06-02Direct949,402 Reported balance After 2023-12-14 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2023-12-14 · Grant · Acquired 424,928 · Balance 949,402

F1: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

Common Stock Purchase WarrantSEC Table II · derivative / convertible security · Conversion / exercise price $2.61 · Expires 2028-07-14Direct424,928 Reported balance After 2023-12-14 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2023-12-14 · Disposition to issuer · Acquired 524,474 · Balance 424,928

F1: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

Common Stock Purchase WarrantSEC Table II · derivative / convertible security · Conversion / exercise price $1.43 · Expires 2028-07-14Direct949,402 Reported balance After 2023-12-14 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2023-12-14 · Grant · Acquired 524,474 · Balance 949,402

F1: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

Common Stock Purchase WarrantSEC Table II · derivative / convertible security · Conversion / exercise price $1.43 · Expires 2028-12-15Direct1,991,394 Reported balance After 2023-12-15 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2023-12-15 · Purchase · Acquired 1,041,992 · Balance 1,991,394

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

Convertible Note SharesSEC Table II · derivative / convertible security · Conversion / exercise price $1.92 · Expires 2028-12-15Direct783,233 Reported balance After 2023-12-15 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2023-12-15 · Purchase · Acquired 520,996 · Balance 783,233

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

Filing footnotes · ownership attribution and instrument terms

F1: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

Transaction history

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
December 29, 2023 Filed Jan 3, 2024 20:09 UTC Comera Life Sciences Holdings, Inc. CMRA · Entity 94670 PurchaseCommon Stock Purchase Warrant · Derivative 4,907,272 Not disclosed Strike: $0.06 Not disclosed
Disclosure

SEC source: 0000950170-24-001385 · ownership.xml · derivative · entry 2

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 7,362,005

Underlying: Common Stock, par value $0.0001 per share · 4,907,272 shares

Expires 2028-12-29

F2 · price: Pursuant to that certain Securities Purchase Agreement dated December 29, 2023, as announced in the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on December 29, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $134,950, (i) a Senior Convertible Note in the principal amount of $134,950 (the "Note") with a one (1) year term, and (ii) a warrant to purchase up to 4,907,272 shares of Common Stock (the "Warrant" and such transactions the "Transactions").

F3 · price: (Continued from footnote 2) The Note may be converted at any time and from time to time after December 29, 2023, at the option of the holder, at a conversion price of $0.055 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 29, 2023, and may be exercised through December 29, 2028, at an exercise price of $0.055 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company.

F1 · ownership.direct: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.0001 ("Common Stock") of Comera Life Sciences Holdings, Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F2 · ownership.direct: Pursuant to that certain Securities Purchase Agreement dated December 29, 2023, as announced in the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on December 29, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $134,950, (i) a Senior Convertible Note in the principal amount of $134,950 (the "Note") with a one (1) year term, and (ii) a warrant to purchase up to 4,907,272 shares of Common Stock (the "Warrant" and such transactions the "Transactions").

F3 · ownership.direct: (Continued from footnote 2) The Note may be converted at any time and from time to time after December 29, 2023, at the option of the holder, at a conversion price of $0.055 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 29, 2023, and may be exercised through December 29, 2028, at an exercise price of $0.055 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company.

Read SEC document
December 29, 2023 Filed Jan 3, 2024 20:09 UTC Comera Life Sciences Holdings, Inc. CMRA · Entity 94670 PurchaseConvertible Note Shares · Derivative 2,453,636 $0.06 Strike: $0.06 $134,949.98
Disclosure

SEC source: 0000950170-24-001385 · ownership.xml · derivative · entry 1

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 2,453,636

Underlying: Common Stock, par value $0.0001 per share · 2,453,636 shares

Expires 2024-12-29

F1 · ownership.direct: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.0001 ("Common Stock") of Comera Life Sciences Holdings, Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F2 · ownership.direct: Pursuant to that certain Securities Purchase Agreement dated December 29, 2023, as announced in the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on December 29, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $134,950, (i) a Senior Convertible Note in the principal amount of $134,950 (the "Note") with a one (1) year term, and (ii) a warrant to purchase up to 4,907,272 shares of Common Stock (the "Warrant" and such transactions the "Transactions").

F3 · ownership.direct: (Continued from footnote 2) The Note may be converted at any time and from time to time after December 29, 2023, at the option of the holder, at a conversion price of $0.055 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 29, 2023, and may be exercised through December 29, 2028, at an exercise price of $0.055 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own no more than 9.99% of the outstanding shares of Common Stock of the Company.

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December 15, 2023 Filed Dec 19, 2023 02:38 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseCommon Stock Purchase Warrant · Derivative 1,041,992 Not disclosed Strike: $1.43 Not disclosed
Disclosure

SEC source: 0000950170-23-071263 · ownership.xml · derivative · entry 6

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 1,991,394

Underlying: Common Stock, par value $0.005 per share · 1,041,992 shares

Expires 2028-12-15

F3 · price: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · price: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

F2 · ownership.direct: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3 · ownership.direct: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · ownership.direct: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

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December 15, 2023 Filed Dec 19, 2023 02:38 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseConvertible Note Shares · Derivative 520,996 $1.92 Strike: $1.92 $999,999.72
Disclosure

SEC source: 0000950170-23-071263 · ownership.xml · derivative · entry 5

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 783,233

Underlying: Common Stock, par value $0.005 per share · 520,996 shares

Expires 2028-12-15

F2 · ownership.direct: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3 · ownership.direct: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · ownership.direct: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

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December 14, 2023 Filed Dec 19, 2023 02:38 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 GrantCommon Stock Purchase Warrant · Derivative 524,474 Not disclosed Strike: $1.43 Not disclosed
Disclosure

SEC source: 0000950170-23-071263 · ownership.xml · derivative · entry 4

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 949,402

Underlying: Common Stock, par value $0.005 per share · 524,474 shares

Expires 2028-07-14

F1 · kind: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F1 · price: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2 · ownership.direct: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3 · ownership.direct: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · ownership.direct: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

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December 14, 2023 Filed Dec 19, 2023 02:38 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 Disposition to issuerCommon Stock Purchase Warrant · Derivative 524,474 Not disclosed Strike: $2.61 Not disclosed
Disclosure

SEC source: 0000950170-23-071263 · ownership.xml · derivative · entry 3

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 424,928

Underlying: Common Stock, par value $0.005 per share · 524,474 shares

Expires 2028-07-14

F1 · kind: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F1 · price: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2 · ownership.direct: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3 · ownership.direct: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · ownership.direct: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

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December 14, 2023 Filed Dec 19, 2023 02:38 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 GrantCommon Stock Purchase Warrant · Derivative 424,928 Not disclosed Strike: $1.43 Not disclosed
Disclosure

SEC source: 0000950170-23-071263 · ownership.xml · derivative · entry 2

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 949,402

Underlying: Common Stock, par value $0.005 per share · 424,928 shares

Expires 2028-06-02

F1 · kind: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F1 · price: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2 · ownership.direct: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3 · ownership.direct: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · ownership.direct: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

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December 14, 2023 Filed Dec 19, 2023 02:38 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 Disposition to issuerCommon Stock Purchase Warrant · Derivative 424,928 Not disclosed Strike: $3.28 Not disclosed
Disclosure

SEC source: 0000950170-23-071263 · ownership.xml · derivative · entry 1

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 524,474

Underlying: Common Stock, par value $0.005 per share · 424,928 shares

Expires 2028-06-02

F1 · kind: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F1 · price: On December 14, 2023, Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which the Eterna Therapeutics Inc. (the "Company") amended all outstanding warrants issued to the Reporting Persons (as defined below) on each of December 2, 2022, and July 13, 2023, such that the exercise price was lowered to $1.43 per share. The reduction in exercise price is reflected on this Form 4 as cancellation of the old derivative security and a re-grant of the new derivative security at the new exercise price.

F2 · ownership.direct: This report is filed jointly by Freebird Partners, Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of the Company. These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F3 · ownership.direct: Pursuant to the Agreement, on December 14, 2023, Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $1,000,000, (i) a Senior Convertible Note in the principal amount of $1,000,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 1,041,992 shares of Common Stock (the "Warrant" and such transactions the "Transactions"). The Transactions closed on December 15, 2023. The Note may be converted at any time and from time to time after December 15, 2023, at the option of the holder, at a conversion price of $1.9194 per share of Common Stock, to the extent that after giving effect to such conversion the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of Securities Exchange Act of 1934, as amended (the "Exchange Act"), no more than 19.99% of the outstanding shares of Common Stock of the Company. The Warrant became exercisable on December 15, 2023, and may be exercised

F4 · ownership.direct: (Continued from footnote 3) through December 15, 2028, at an exercise price of $1.43 per share of Common Stock, to the extent that after giving effect to such exercise the Reporting Persons and their affiliates would beneficially own, for purposes of Section 13(d) of the Exchange Act, no more than 19.99% of the outstanding shares of Common Stock of the Company.

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July 14, 2023 Filed Jul 18, 2023 10:10 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseCommon Stock Purchase Warrant · Derivative 524,474 Not disclosed Strike: $2.61 Not disclosed
Disclosure

SEC source: 0000899243-23-017414 · doc4.xml · derivative · entry 2

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 949,402

Underlying: Common Stock, par value $0.005 per share · 524,474 shares

Expires 2028-07-14

F2 · price: On July 13, 2023, Freebird Partners entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $750,000, (i) a Senior Convertible Note in the principal amount of $750,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 524,474 shares of Common Stock (the "Warrant" and such transactions the "Transactions". The Transactions closed on July 14, 2023. The Note may be converted at any time and from time to time after July 14, 2023, at the option of the holder, at a conversion price of $2.86 per share of Common Stock. The Warrant becomes exercisable on July 14, 2023, and may be exercised through July 14, 2028, at an exercise price of $2.61 per share of Common Stock.

F1 · ownership.direct: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of Eterna Therapeutics Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F2 · ownership.direct: On July 13, 2023, Freebird Partners entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $750,000, (i) a Senior Convertible Note in the principal amount of $750,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 524,474 shares of Common Stock (the "Warrant" and such transactions the "Transactions". The Transactions closed on July 14, 2023. The Note may be converted at any time and from time to time after July 14, 2023, at the option of the holder, at a conversion price of $2.86 per share of Common Stock. The Warrant becomes exercisable on July 14, 2023, and may be exercised through July 14, 2028, at an exercise price of $2.61 per share of Common Stock.

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July 14, 2023 Filed Jul 18, 2023 10:10 UTC Ernexa Therapeutics Inc. ERNA · Entity 8278 PurchaseConvertible Note Shares · Derivative 262,237 $2.86 Strike: $2.86 $749,997.82
Disclosure

SEC source: 0000899243-23-017414 · doc4.xml · derivative · entry 1

Freebird Partners LP · CIK 0001955231 · 10% owner

Freebird Investments LLC · CIK 0001971406 · 10% owner

HUFF CURTIS W · CIK 0001250127 · 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: 262,237

Underlying: Common Stock, par value $0.005 per share · 262,237 shares

Expires 2028-07-14

F1 · ownership.direct: This report is filed jointly by Freebird Partners LP, a Texas limited partnership ("Freebird Partners"), Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), and Curtis W. Huff (each a "Reporting Person" and collectively, the "Reporting Persons") in connection with their respective direct and indirect ownership of common stock, par value $0.005 ("Common Stock") of Eterna Therapeutics Inc. (the "Company"). These securities of the Company are held of record by Freebird Partners. Freebird Investments serves as the general partner of Freebird Partners. Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners.

F2 · ownership.direct: On July 13, 2023, Freebird Partners entered into that certain Securities Purchase Agreement (the "Agreement"), pursuant to which Freebird Partners agreed to purchase, and the Company agreed to sell, for an aggregate purchase price of $750,000, (i) a Senior Convertible Note in the principal amount of $750,000 (the "Note") with a five (5) year term, and (ii) a warrant to purchase up to 524,474 shares of Common Stock (the "Warrant" and such transactions the "Transactions". The Transactions closed on July 14, 2023. The Note may be converted at any time and from time to time after July 14, 2023, at the option of the holder, at a conversion price of $2.86 per share of Common Stock. The Warrant becomes exercisable on July 14, 2023, and may be exercised through July 14, 2028, at an exercise price of $2.61 per share of Common Stock.

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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.