Patrick G. Enright - 12 Sep 2024 Form 3 Insider Report for Zenas BioPharma, Inc. (ZBIO)

Role
Director
Signature
/s/ Chase Jayasekera, Attorney-in-Fact
Issuer symbol
ZBIO
Transactions as of
12 Sep 2024
Transactions value $
$0
Form type
3
Date filed
12 Sep 2024, 21:42
Previous filing
06 Aug 2024
Next filing
27 Sep 2024
SEC
View on sec.gov

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
holding ZBIO Series B Convertible Preferred Stock 12 Sep 2024 Common Stock 724K See Footnote F1, F2, F3
holding ZBIO Series C Convertible Preferred Stock 12 Sep 2024 Common Stock 1M See Footnote F3, F4, F5
holding ZBIO Series C Convertible Preferred Stock 12 Sep 2024 Common Stock 335K See Footnote F3, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series B Convertible Preferred Stock is convertible into shares of the Issuer's Common Stock on a 8.6831-for-1 basis and has no expiration date. The Series B Convertible Preferred Stock will automatically convert into Common Stock upon the closing of the Company's initial public offering.
F2 Shares of Series B Convertible Preferred Stock held by Longitude Venture Partners IV, L.P. ("LVPIV").
F3 Longitude Capital Partners IV, LLC ("LCPIV") is the general partner of LVPIV and may be deemed to have voting, investment and dispositive power with respect to these securities. Longitude Prime Partners, LLC ("LPP") is the general partner of Longitude Prime Fund, L.P. ("LPF") and may be deemed to have voting, investment and dispositive power with respect to the securities held by LPF. Juliet Tammenoms Bakker and the Reporting Person, a member of the board of directors of the Issuer, are the managing members of LCPIV and LPP and may each be deemed to share voting, investment and dispositive power with respect to these securities. Each of LCPIV, LPP, Ms. Bakker and Mr. Enright disclaims beneficial ownership of such securities except to the extent of their respective pecuniary interests therein.
F4 Each share of Series C Convertible Preferred Stock is convertible into shares of the Issuer's Common Stock on a 8.6831-for-1 basis and has no expiration date. The Series C Convertible Preferred Stock will automatically convert into Common Stock upon the closing of the Company's initial public offering.
F5 Shares of Series C Convertible Preferred Stock held by LVPIV.
F6 Shares of Series C Convertible Preferred Stock held by LPF.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney