4//SEC Filing
Ashiya Mona 4
Accession 0000947871-25-000839
CIK 0001680367other
Filed
Sep 1, 8:00 PM ET
Accepted
Sep 2, 9:50 PM ET
Size
19.4 KB
Accession
0000947871-25-000839
Insider Transaction Report
Form 4
Ashiya Mona
Director
Transactions
- Purchase
Common Stock
2025-08-25$0.87/sh+5,255,106$4,559,855→ 5,255,106 total(indirect: See Footnote) - Purchase
Common Stock
2025-08-25$0.87/sh+1,051,021$911,971→ 1,051,021 total(indirect: See Footnote) - Purchase
Pre-Funded Warrants (right to buy)
2025-08-25+10,111,384→ 10,111,384 total(indirect: See Footnote)Exercise: $0.00→ Common Stock (10,111,384 underlying) - Purchase
Common Warrants (right to buy)
2025-08-25+3,073,298→ 3,073,298 total(indirect: See Footnote)Exercise: $1.08→ Common Stock (3,073,298 underlying) - Purchase
Common Warrants (right to buy)
2025-08-25+15,366,490→ 15,366,490 total(indirect: See Footnote)Exercise: $1.08→ Common Stock (15,366,490 underlying) - Purchase
Pre-Funded Warrants (right to buy)
2025-08-25+2,022,277→ 2,022,277 total(indirect: See Footnote)Exercise: $0.00→ Common Stock (2,022,277 underlying)
Footnotes (5)
- [F1]On August 4, 2025, the Issuer entered into a securities purchase agreement (the "Purchase Agreement") with certain accredited investors. Pursuant to the terms of the Purchase Agreement, the Issuer issued and sold to the OrbiMed Private Investments IX, LP ("OPI IX") and OrbiMed Genesis Master Fund, L.P. ("Genesis Master Fund") in a private placement which closed on August 25, 2025 (the "Closing Date") an aggregate of 6,306,127 shares of the Issuer's common stock ("Shares") and pre-funded warrants ("Pre-Funded Warrants") to purchase up to an aggregate of 12,133,661 Shares. OPI IX and Genesis Master Fund also received accompanying common warrants ("Common Warrants") to purchase up to an aggregate of 18,439,799 Shares. The price per Share and accompanying Common Warrant is $0.8677. The price per Pre-Funded Warrant and accompanying Common Warrant is $0.8676.
- [F2]The Pre-Funded Warrants are exercisable at any time after the date of issuance and the Common Warrants are exercisable at any time after the Closing Date, in each case subject to a 9.99% beneficial ownership blocker. The Pre-Funded Warrants will expire once exercised in full. The Common Warrants will expire on the 30th day after the date on which the data from the single ascending dose and multiple ascending dose portions of the Issuer's Phase 1 clinical trial of SL-325, including receptor occupancy and safety data, and the design of the planned Phase 2 clinical trial(s) have been announced publicly.
- [F3]These securities are held of record by OPI IX. OrbiMed Capital GP IX LLC ("GP IX") is the general partner of OPI IX. OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the managing member of GP IX. By virtue of such relationships, GP IX and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI XI. OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares held by OPI IX.
- [F4]These securities are held of record by Genesis Master Fund. OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of Genesis Master Fund. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by Genesis Master Fund. OrbiMed Advisors exercises voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares held by Genesis Master Fund.
- [F5]Each of the Reporting Person, OrbiMed Advisors, GP IX, and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Person, OrbiMed Advisors, GP IX, or Genesis GP is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
Documents
Issuer
Shattuck Labs, Inc.
CIK 0001680367
Entity typeother
Related Parties
1- filerCIK 0001794070
Filing Metadata
- Form type
- 4
- Filed
- Sep 1, 8:00 PM ET
- Accepted
- Sep 2, 9:50 PM ET
- Size
- 19.4 KB