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Filing Details

Accession Number:: 0000905148-23-000959
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-09-21 17:00:12
Reporting Period:: 2023-09-19

Accepted Time:: 2023-09-21 17:00:12
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1825367	Rayzebio Inc.	RYZB	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1103804	Viking Global Investors Lp	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1133006	Andreas Ole Halvorsen	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1621842	C. David Ott	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1711393	Sharon Rose Shabet	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1886738	Viking Global Opportunities Parent Gp Llc	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1993522	Viking Global Opportunities Drawdown Portfolio Gp Llc	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1993658	Viking Global Opportunities Drawdown Gp Llc	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	No
1993659	Viking Global Opportunities Drawdown (Aggregator) Lp	600 Washington Blvd. Floor 11 Stamford CT 06901	No	No	No	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	2023-09-19	864,509	$0.00	864,509	No	4	C	Indirect	See Explanation of Responses
Common Stock	Acquisiton	2023-09-19	494,687	$0.00	1,359,196	No	4	C	Indirect	See Explanation of Responses
Common Stock	Acquisiton	2023-09-19	2,609,392	$0.00	3,968,588	No	4	C	Indirect	See Explanation of Responses
Common Stock	Acquisiton	2023-09-19	930,556	$18.00	4,899,144	No	4	P	Indirect	See Explanation of Responses
Common Stock	Acquisiton	2023-09-19	1,285,223	$0.00	1,285,223	No	4	C	Indirect	See Explanation of Responses
Common Stock	Acquisiton	2023-09-19	458,333	$18.00	1,743,556	No	4	P	Indirect	See Explanation of Responses

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series B Convertible Preferred Stock	Disposition	2023-09-19	864,509	$0.00	864,509	$0.00
Common Stock	Series C Convertible Preferred Stock	Disposition	2023-09-19	432,254	$0.00	494,687	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2023-09-19	2,609,392	$0.00	2,609,392	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2023-09-19	1,285,223	$0.00	1,285,223	$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

Each share of Series B Convertible Preferred Stock (the "Series B Preferred Stock") was convertible into shares of Common Stock of the Issuer on a one-for-one basis. Upon the closing of the Issuer's initial public offering, the Series B Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Series B Preferred Stock had no expiration date.
Each share of Series C Convertible Preferred Stock (the "Series C Preferred Stock") was convertible into shares of Common Stock of the Issuer on a one-for-1.14443753806379 basis. Upon the closing of the Issuer's initial public offering, the Series C Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Series C Preferred Stock had no expiration date.
Each share of Series D Convertible Preferred Stock (the "Series D Preferred Stock") was convertible into shares of Common Stock of the Issuer on a one-for-one basis. Upon the closing of the Issuer's initial public offering, the Series D Preferred Stock was converted into the number of shares of Common Stock of the Issuer shown in column 7 of Table II. The Series D Preferred Stock had no expiration date.
Andreas Halvorsen, David C. Ott and Rose S. Shabet are Executive Committee members of certain management entities, including Viking Global Partners LLC, the general partner of Viking Global Investors LP ("VGI"), and Viking Global Opportunities Parent GP LLC ("Opportunities Parent"), the sole member of Viking Global Opportunities GP LLC ("Opportunities GP"), the sole member of Viking Global Opportunities Portfolio GP LLC ("Opportunities Portfolio GP"), the general partner of Viking Global Opportunities Illiquid Investments Sub-Master LP ("Opportunities Fund"). Opportunities Parent is also the sole member of Viking Global Opportunities Drawdown GP LLC ("VGOD GP"), the sole member of Viking Global Opportunities Drawdown Portfolio GP LLC ("VGOD Portfolio GP"), the general partner of Viking Global Opportunities Drawdown (Aggregator) LP ("VGOD").
VGI provides managerial services to various investment funds and vehicles, including Opportunities Fund and VGOD. VGI, Opportunities Parent, Opportunities GP, Opportunities Portfolio GP, Opportunities Fund, VGOD GP, VGOD Portfolio GP, VGOD, Mr. Halvorsen, Mr. Ott and Ms. Shabet are, collectively, the "Reporting Persons". Each of VGI, Opportunities Parent, Mr. Halvorsen, Mr. Ott and Ms. Shabet may be deemed to beneficially own all of the securities reported on this form.
These securities are held directly by Opportunities Fund. Because of the relationship between Opportunities Portfolio GP, Opportunities GP, Opportunities Parent and Opportunities Fund, each of Opportunities Portfolio GP, Opportunities GP and Opportunities Parent may be deemed to beneficially own the securities held directly by Opportunities Fund.
These securities are held directly by VGOD. Because of the relationship between VGOD Portfolio GP, VGOD GP, Opportunities Parent and VGOD, each of VGOD Portfolio GP, VGOD GP and Opportunities Parent may be deemed to beneficially own the securities held directly by VGOD.
The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.