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Filing Details

Accession Number:: 0000899243-19-018905
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-07-02 17:09:28
Reporting Period:: 2019-07-02

Accepted Time:: 2019-07-02 17:09:28
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1771917	Karuna Therapeutics Inc.	KRTX	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1219039	Keith Crandell	C/O Arch Venture Partners Ix, Llc 8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No
1219043	Clinton Bybee	C/O Arch Venture Partners Ix, Llc 8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No
1666306	Arch Venture Fund Ix, L.p.	8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No
1666307	Arch Venture Fund Ix Overage, L.p.	8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No
1723172	Arch Venture Partners Ix Overage, L.p.	8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No
1723173	Arch Venture Partners Ix, L.p.	8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No
1723174	Arch Venture Partners Ix, Llc	8755 W. Higgins Road, Suite 1025 Chicago IL 60631	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2019-07-02	100,000	$16.00	100,000	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2019-07-02	100,000	$16.00	100,000	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2019-07-02	723,644	$0.00	823,644	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-07-02	723,643	$0.00	823,643	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-07-02	857,793	$0.00	1,681,437	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-07-02	857,792	$0.00	1,681,435	No	4	C	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Preferred Stock	Disposition	2019-07-02	557,207	$0.00	723,644	$0.00
Common Stock	Series A Preferred Stock	Disposition	2019-07-02	557,206	$0.00	723,643	$0.00
Common Stock	Series B Preferred Stock	Disposition	2019-07-02	660,502	$0.00	857,793	$0.00
Common Stock	Series B Preferred Stock	Disposition	2019-07-02	660,501	$0.00	857,792	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

These shares are directly held by ARCH Venture Fund IX, L.P. ("ARCH IX"). ARCH Venture Partners IX, L.P. ("GPLP"), as the sole general partner of ARCH IX, may be deemed to beneficially own the shares held by ARCH IX. ARCH Venture Partners IX, LLC ("GPLLC"), as the sole general partner of GPLP, may be deemed to beneficially own the shares held by ARCH IX. As managing directors of GPLLC, each of Keith Crandell and Clinton Bybee (the "ARCH Managing Directors"), may be deemed to beneficially own the shares held by ARCH IX. Each of GPLP, GPLLC and the ARCH Managing Directors disclaims beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein, if any.
These shares are directly held by ARCH Venture Fund IX Overage, L.P. ("ARCH Overage"). ARCH Venture Partners IX Overage, L.P. ("Overage GPLP"), as the sole general partner of ARCH Overage, may be deemed to beneficially own the shares held by ARCH Overage. GPLLC, as the sole general partner of Overage GPLP, may be deemed to beneficially own the shares held by ARCH Overage. As managing directors of GPLLC, each of the ARCH Managing Directors may be deemed to beneficially own the shares held by ARCH Overage. Each of Overage GPLP, GPLLC and the ARCH Managing Directors disclaims beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein, if any.
The Series A Preferred Stock is convertible into shares of the Issuer's Common Stock on a 1.2987-for-one basis. Upon the closing of the Issuer's initial public offering, all shares of Series A Preferred Stock automatically converted into shares of Common Stock. The Series A Preferred Stock has no expiration date.
The Series B Preferred Stock is convertible into shares of the Issuer's Common Stock on a 1.2987-for-one basis. Upon the closing of the Issuer's initial public offering, all shares of Series B Preferred Stock automatically converted into shares of Common Stock. The Series B Preferred Stock has no expiration date.