Atlas Venture Fund XI, L.P. - Feb 10, 2025 Form 4 Insider Report for Sionna Therapeutics, Inc. (SION)

Role
10%+ Owner
Signature
Atlas Venture Fund XI, L.P., By: Atlas Venture Associates XI, L.P., its general partner, by Atlas Venture Associates XI, LLC, its general partner, By: /s/ Ommer Chohan, Chief Financial Officer
Stock symbol
SION
Transactions as of
Feb 10, 2025
Transactions value $
$1,080,000
Form type
4
Date filed
2/10/2025, 04:05 PM
Previous filing
Feb 6, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SION Common Stock Conversion of derivative security +2.89M 2.89M Feb 10, 2025 Direct F1, F2
transaction SION Common Stock Conversion of derivative security +748K 748K Feb 10, 2025 By Atlas Venture Opportunity Fund II, L.P. F1, F3
transaction SION Common Stock Purchase $1.08M +60K +8.02% $18.00 808K Feb 10, 2025 By Atlas Venture Opportunity Fund II, L.P. 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 SION Series Seed convertible preferred stock Conversion of derivative security $0 -1.05M -100% $0.00 0 Feb 10, 2025 Common Stock 719K Direct F1, F2
transaction SION Series A convertible preferred stock Conversion of derivative security $0 -1.81M -100% $0.00 0 Feb 10, 2025 Common Stock 1.24M Direct F1, F2
transaction SION Series B convertible preferred stock Conversion of derivative security $0 -1.3M -100% $0.00 0 Feb 10, 2025 Common Stock 889K Direct F1, F2
transaction SION Series C convertible preferred stock Conversion of derivative security $0 -61.5K -100% $0.00 0 Feb 10, 2025 Common Stock 42.1K Direct F1, F2
transaction SION Series C convertible preferred stock Conversion of derivative security $0 -1.09M -100% $0.00 0 Feb 10, 2025 Common Stock 748K By Atlas Venture Opportunity Fund II, L.P. F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Atlas Venture Fund XI, L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Each share of Series Seed convertible preferred stock, Series A convertible preferred stock, Series B convertible preferred stock and Series C convertible preferred stock (collectively, the "Preferred Stock") automatically converted into shares of the Issuer's Common Stock on a one-for-1.4611 basis upon the closing of the Issuer's initial public offering on February 10, 2025. The Preferred Stock had no expiration date.
F2 These shares are held directly by Atlas Venture Fund XI, L.P. ("AVF XI"). The general partner of AVF XI is Atlas Venture Associates XI, L.P. ("AVA XI LP"). Atlas Venture Associates XI, LLC ("AVA XI LLC") is the general partner of AVA XI LP. Each of AVA XI LP and AVA XI LLC disclaims Section 16 beneficial ownership of the securities held by AVF XI, except to the extent of its pecuniary interest therein, if any.
F3 These shares are held directly by Atlas Venture Opportunity Fund II, L.P. ("AVOF II"). The general partner of AVOF II is Atlas Venture Associates Opportunity II, L.P. ("AVAO II LP"). Atlas Venture Associates Opportunity II, LLC ("AVAO II LLC") is the general partner of AVAO II LP. Each of AVAO II LP and AVAO II LLC disclaims Section 16 beneficial ownership of the securities held by AVOF II, except to the extent of its pecuniary interest therein, if any.

Remarks:

4. Reflects shares purchased in the Issuer's initial public offering.