Fmr Llc - Feb 3, 2025 Form 4 Insider Report for Metsera, Inc. (MTSR)

Role
Other*, 10%+ Owner
Signature
/s/ Stephanie J. Brown, Duly authorized under Powers of Attorney, by and on behalf of FMR LLC and its direct and indirect subsidiaries, and Abigail P. Johnson
Stock symbol
MTSR
Transactions as of
Feb 3, 2025
Transactions value $
$0
Form type
4
Date filed
2/5/2025, 11:39 AM
Previous filing
Jan 30, 2025
Next filing
Feb 10, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MTSR Common Stock Conversion of derivative security +1.42M 1.42M Feb 3, 2025 F-Prime Capital Partners Life Sciences Fund VIII LP F1
transaction MTSR Common Stock Conversion of derivative security +3.12M +220% 4.54M Feb 3, 2025 F-Prime Capital Partners Life Sciences Fund VIII LP F1

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 MTSR Series Seed Preferred Stock Conversion of derivative security -1.42M -100% 0 Feb 3, 2025 Common Stock 1.42M F-Prime Capital Partners Life Sciences Fund VIII LP F1
transaction MTSR Series A Preferred Stock Conversion of derivative security -3.12M -100% 0 Feb 3, 2025 Common Stock 3.12M F-Prime Capital Partners Life Sciences Fund VIII LP F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 3, 2025, in connection with the completion of the issuer's initial public offering, each share of Series Seed Preferred Stock and Series A Preferred Stock converted on a 1-for-1 basis into shares of Common Stock.

Remarks:

Remark 1: Abigail P. Johnson is a Director, the Chairman and the Chief Executive Officer of FMR LLC. Members of the Johnson family, including Abigail P. Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. The Johnson family group and all other Series B shareholders have entered into a shareholders' voting agreement under which all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares. Accordingly, through their ownership of voting common shares and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR LLC. The address of Abigail P. Johnson is c/o FMR LLC, 245 Summer Street, Boston, MA 02110. Remark 2: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the undersigned are the beneficial owners of any securities reported herein. Remark 3: F-Prime Capital Partners Life Sciences Advisors Fund VIII LP (FPCPLSA) is the general partner of F-Prime Capital Partners Life Sciences Fund VIII LP. FPCPLSA is solely managed by Impresa Management LLC, the managing member of its general partner and its investment manager. Impresa Management LLC is owned, directly or indirectly, by various shareholders and employees of FMR LLC, including certain members of the Johnson family.