Home/Filings/4/0001104659-23-125826

4//SEC Filing

BIOS Fund II, LP 4

Accession 0001104659-23-125826

CIK 0001740279other

View on SEC.gov Company Profile

Filed

Dec 13, 7:00 PM ET

Accepted

Dec 14, 6:00 AM ET

Size

44.4 KB

Accession

0001104659-23-125826

Insider Transaction Report

Form 4

Period: 2023-12-13

IN8BIO, INC.NGE C

BIOS Incysus Co-Invest I, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000

BIOS Fund II QP, LP

10% Owner

Transactions

Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)
Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II, LP)
574,432

BIOS Fund II, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000

Fletcher Aaron G.L.

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund III, LP)
570,724

BIOS Fund III QP, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000

BIOS Fund II NT, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000

BIOS Advisors GP, LLC

10% Owner

Transactions

Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)
Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)

Holdings

Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500

BIOS Fund III, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)

Holdings

Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775

BIOS Fund III NT, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500

BIOS Capital Management, LP

10% Owner

Transactions

Purchase
Pre-Funded Warrants
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $0.00From: 2023-12-13→ Common Stock (574,241 underlying)
Purchase
Series B Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.50From: 2023-12-13Exp: 2028-12-13→ Common Stock (574,241 underlying)
Purchase
Series A Warrant
2023-12-13+574,241→ 574,241 total(indirect: By Bios Clinical Opportunity Fund, LP)
Exercise: $1.25From: 2023-12-13Exp: 2025-06-13→ Common Stock (574,241 underlying)

Holdings

Common Stock
(indirect: By Bios Fund II, LP)
574,432
Common Stock
(indirect: By Bios Fund II NT, LP)
251,211
Stock Option
(indirect: See Footnotes)
Exercise: $1.07Exp: 2029-03-11→ Common Stock (12,775 underlying)
12,775
Common Stock
(indirect: By Bios Fund III, NT, LP)
601,980
Stock Option
(indirect: See Footnotes)
Exercise: $2.24Exp: 2032-06-01→ Common Stock (13,500 underlying)
13,500
Stock Option
(indirect: See Footnotes)
Exercise: $2.12Exp: 2033-06-15→ Common Stock (85,000 underlying)
85,000
Stock Option
(indirect: See Footnotes)
Exercise: $10.00Exp: 2031-07-29→ Common Stock (10,500 underlying)
10,500
Common Stock
(indirect: By Bios Fund III QP, LP)
3,727,597
Common Stock
(indirect: By Bios Fund III, LP)
570,724
Common Stock
(indirect: By Bios Fund II QP, LP)
1,876,624
Common Stock
(indirect: By BIOS Incysus Co-Invest I, LP)
997,433

Footnotes (9)

[F1]Pursuant to a Securities Purchase Agreement, dated as of December 11, 2023, between In8bio, Inc. (the "Issuer"), Bios Clinical Opportunity Fund, LP ("Bios COF Fund") and the other purchasers signatory thereto, Bios COF Fund purchased from the Issuer in a private placement 574,241 units at a price of $1.22 per unit, each unit consisting of (i) one pre-funded warrant (the "Pre-Funded Warrants") to purchase one share of Common Stock, (ii) one Series A warrant to purchase one share of Common Stock and (iii) one Series B warrant to purchase one share of Common Stock. The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.
[F2]Bios Equity Partners, LP ("Bios Equity I") is the general partner of BP Directors, LP ("Bios Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and BIOS Incysus Co-Invest I, LP ("BIOS Incysus"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP") and Bios Fund III NT, LP ("Bios Fund III NT"). Bios Capital Management, LP ("Bios Management") and Cavu Management, LP ("Cavu Management") are the general partners of Bios Equity II and Bios Equity III.
[F3]Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management. Cavu Advisors LLC ("Cavu Advisors") is the general partner of Cavu Management. Bios Management and Bios Advisors are entities managed and controlled by Aaron G.L. Fletcher. Cavu Management and Cavu Advisors are entities managed and controlled by Leslie W. Kreis, Jr. Mr. Fletcher, Bios Management, Bios Advisors, Mr. Kreis, Cavu Management and Cavu Advisors each share voting and investment control with respect to the shares held by Bios Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, BIOS Incysus, Bios Fund III, Bios Fund III QP and Bios Fund III NT (collectively, the "Bios Equity Entities").
[F4]Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors, Mr. Kreis, Cavu Management, Cavu Advisors and the Bios Equity Entities, Mr. Fletcher, Bios Management, Bios Advisors, Mr. Kreis, Cavu Management and Cavu Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities.
[F5]Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF Fund. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF Fund. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors my be deemed to beneficially own the securities held directly by Bios COF Fund.
[F6]For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
[F7]Consists of options granted in consideration for Travis Whitfill's services as director of the Issuer. Mr. Whitfill has agreed that he will hold any equity based awards granted to Mr. Whitfill in connection with his services as a director of the Issuer merely as a nominee for Bios Directors. Mr. Whitfill is not currently an affiliate of any of the Reporting Persons.
[F8]All of the shares subject to the reported options have fully vested.
[F9]One twelfth (1/12th) of the shares subject to the reported options shall vest in equal monthly installments commencing on July 15, 2023 and will be fully vested on the date of the next annual meeting of the Issuer's stockholders, subject to the Mr. Whitfill continuing to provide service as a director of the Issuer through each such date.

Documents

1 file

4
tm2332814-1_4seq1.xmlPrimary
OWNERSHIP DOCUMENT

Issuer

IN8BIO, INC.

CIK 0001740279

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001714576

Filing Metadata

Form type: 4
Filed: Dec 13, 7:00 PM ET
Accepted: Dec 14, 6:00 AM ET
Size: 44.4 KB

View on SEC.gov