STARR KEVIN P 4
4 · RHYTHM PHARMACEUTICALS, INC. · Filed Oct 11, 2017
Insider Transaction Report
Form 4
THIRD ROCK VENTURES LP
10% Owner
Transactions
- Conversion
Common Stock
2017-10-10+3,963,810→ 3,981,437 total - Conversion
Series A Convertible Preferred Stock
2017-10-10−9,479,502→ 0 total→ Common Stock (1,033,751 underlying) - Conversion
Series A-1 Junior Preferred Stock
2017-10-10−26,868,642→ 0 total→ Common Stock (2,930,059 underlying)
Footnotes (3)
- [F1]Represents the total number of shares of Common Stock received by Third Rock Ventures, L.P. ("TRV") upon conversion of the Series A Convertible Preferred Stock and Series A-1 Junior Preferred Stock of the Issuer in connection with the closing of the Issuer's initial public offering.
- [F2]The Series A Convertible Preferred Stock and Series A-1 Junior Preferred Stock converted into Common Stock on a 9.17-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A Convertible Preferred Stock and Series A-1 Junior Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock had no expiration date.
- [F3]These shares are directly held by TRV. The general partner of TRV is Third Rock Ventures GP, L.P. ("TRV GP"). The general partner of TRV GP is TRV GP, LLC ("TRV GP LLC"). The individual managers of TRV GP LLC are Mark Levin ("Levin"), Kevin Starr ("Starr") and Dr. Robert Tepper ("Tepper"). Each of TRV GP, TRV GP LLC, Levin, Starr and Tepper disclaims beneficial ownership of these shares except to the extent of its or his pecuniary interest therein, if any, and this report shall not be deemed an admission that it or he is the beneficial owner of such shares.