Filing Details
- Accession Number:
- 0001628280-22-027126
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2022-10-26 20:02:00
- Reporting Period:
- 2022-10-24
- Accepted Time:
- 2022-10-26 20:02:00
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1894562 | Prime Medicine Inc. | PRME | Services-Computer Programming, Data Processing, Etc. (7370) | DE |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1652044 | Alphabet Inc. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | No | Yes | |
| 1845038 | Gv 2019 Gp, L.l.c. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | Yes | No | |
| 1845039 | Gv 2019 Gp, L.p. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | Yes | No | |
| 1845041 | Gv 2019, L.p. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | Yes | No | |
| 1861202 | Gv 2021, L.p. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | No | Yes | |
| 1861206 | Gv 2021 Gp, L.l.c. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | No | Yes | |
| 1861216 | Gv 2021 Gp, L.p. | 1600 Amphitheatre Parkway Mountain View CA 94043 | No | No | No | Yes |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2022-10-24 | 10,722,248 | $0.00 | 10,722,248 | No | 4 | C | Indirect | By GV 2019, L.P. |
| Common Stock | Acquisiton | 2022-10-24 | 1,762,440 | $0.00 | 1,762,440 | No | 4 | C | Indirect | By GV 2021, L.P. |
| Common Stock | Acquisiton | 2022-10-24 | 800,000 | $17.00 | 11,522,248 | No | 4 | P | Indirect | By GV 2019, L.P. |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | By GV 2019, L.P. |
| No | 4 | C | Indirect | By GV 2021, L.P. |
| No | 4 | P | Indirect | By GV 2019, L.P. |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series A Convertible Preferred Stock | Disposition | 2022-10-24 | 33,333,331 | $0.00 | 10,722,248 | $0.00 |
| Common Stock | Series B Convertible Preferred Stock | Disposition | 2022-10-24 | 5,479,076 | $0.00 | 1,762,440 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect |
Footnotes
- The shares of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock (together, the "Preferred Stock") were convertible into Common Stock on a one-for-3.10880 basis at any time at the option of the holder, and automatically converted into the number of shares shown in Column 7 immediately prior to the closing of the Issuer's initial public offering on October 24, 2022. The Preferred Stock had no expiration date.
- The reported securities are held directly by GV 2019, L.P. GV 2019 GP, L.P. ("GV 2019 GP"), the general partner of GV 2019, L.P., GV 2019 GP, L.L.C. ("GV 2019 LLC"), the general partner of GV 2019 GP, L.P., Alphabet Holdings LLC ("Alphabet Holdings"), the sole member of GV 2019 GP, L.L.C., XXVI Holdings Inc. ("XXVI"), the sole member of Alphabet Holdings LLC, and Alphabet Inc. ("Alphabet"), the controlling stockholder of XXVI Holdings Inc. may each be deemed to indirectly beneficially own (as the term is defined in Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) the securities directly beneficially owned by GV 2019, L.P. Each of GV 2019 GP, GV 2019 LLC, Alphabet Holdings, XXVI and Alphabet disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
- The reported securities are held directly by GV 2021, L.P. GV 2021 GP, L.P. ("GV 2021 GP"), the general partner of GV 2021, L.P., GV 2021 GP, L.L.C. ("GV 2021 LLC"), the general partner of GV 2021 GP, L.P., Alphabet Holdings, the sole member of GV 2021 GP, L.L.C., XXVI, the sole member of Alphabet Holdings, and Alphabet, the controlling stockholder of XXVI, may each be deemed to indirectly beneficially own (as the term is defined in Rule 13d-3 of the Exchange Act) the securities directly beneficially owned by GV 2021, L.P. Each of GV 2021 GP, GV 2021 LLC, Alphabet Holdings, XXVI and Alphabet disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
- Reflects shares purchased by GV 2019, L.P. in the Issuer's initial public offering.
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