Aaron Royston - 25 Oct 2021 Form 4 Insider Report for Ventyx Biosciences, Inc. (VTYX)

Role: Director, 10%+ Owner
Signature: /s/ Christopher Krueger, as Attorney-in-Fact
Issuer symbol: VTYX
Transactions as of: 25 Oct 2021
Transactions value $: $5,000,000
Form type: 4
Filing time: 25 Oct 2021, 18:42:37 UTC
Previous filing: 14 Sep 2022
Next filing: 26 Apr 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VTYX	Common Stock	Conversion of derivative security	$0	+3.68M		$0.00	3.68M	25 Oct 2021	See footnote	F1, F2
transaction	VTYX	Common Stock	Purchase	$5M	+313K	+8.48%	$16.00	4M	25 Oct 2021	See footnote	F2
holding	VTYX	Common Stock						1.01M	25 Oct 2021	See footnote	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VTYX	Series A Preferred Stock	Conversion of derivative security	$0	-3.29M	-100%	$0.00^*	0	25 Oct 2021	Common Stock	3.29M		See footnote	F1, F2
transaction	VTYX	Series B Preferred Stock	Conversion of derivative security	$0	-395K	-100%	$0.00^*	0	25 Oct 2021	Common Stock	395K		See footnote	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	All shares of the preferred stock, par value $0.0001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
F2	Shares held by venBio III. venBio GP is the sole general partner of venBio III. venBio Ltd is the sole general partner of venBio GP. The Reporting Person, Robert Adelman and Corey Goodman are each a director of venBio Ltd and may be deemed to share voting and dispositive power over the shares held by venBio III. The Reporting Person disclaims beneficial ownership over the shares held by venBio III except to the extent of his pecuniary interest therein.
F3	Shares held by venBio SPV III, LLC ("venBio SPV"). venBio SPV is wholly owned and managed by venBio Global Strategic Fund III, L.P. ("venBio III"). venBio Global Strategic GP III, L.P., a Cayman Islands partnership ("venBio GP") is the sole general partner of venBio III. venBio Global Strategic GP III, Ltd., a Cayman Islands company ("venBio Ltd") is the sole general partner of venBio GP. The Reporting Person, Robert Adelman and Corey Goodman are each a director of venBio Ltd and may be deemed to share voting and dispositive power over the shares held by venBio SPV. The Reporting Person disclaims beneficial ownership over the shares held by venBio SPV except to the extent of his pecuniary interest therein.