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Filing Details

Accession Number:: 0000947871-23-001167
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-12-20 18:16:19
Reporting Period:: 2023-12-18

Accepted Time:: 2023-12-20 18:16:19
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1816736	Disc Medicine Inc.	IRON	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1794070	Mona Ashiya	C/O Disc Medicine, Inc. 321 Arsenal Street, Suite 101 Watertown MA 02472		Yes	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	2023-12-18	1,724	$38.00	1,724	No	4	M	Direct
Common Stock	Disposition	2023-12-18	1,724	$59.24	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Options (Right to Buy)	Disposition	2023-12-18	1,724	$0.00	1,724	$38.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2031-10-03	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	580,207	Indirect	See footnotes
Common Stock	897,625	Indirect	See footnotes
Common Stock	224,405	Indirect	See footnotes

Footnotes

Represents the exercise of stock options granted to Carl L. Gordon ("Gordon") on October 4, 2021 by Gemini Therapeutics, Inc. ("Gemini"). On December 29, 2022, Gemstone Merger Sub, Inc., a wholly owned subsidiary of Gemini, merged with and into Disc Medicine Opco, Inc. ("Disc"), with Disc continuing as a wholly owned subsidiary of Gemini and the surviving corporation of the merger. In connection with the merger, Disc changed its name to Disc Medicine, Inc. Gordon is a member of OrbiMed Advisors LLC ("OrbiMed Advisors") and was a member of Gemini's board of directors. Pursuant to an agreement with OrbiMed Advisors, Gordon assigned these stock options to OrbiMed Advisors.
These securities are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the general partner of OPI VI, and OrbiMed Advisors is the managing member of GP VI. By virtue of such relationships, GP VI and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VI and as a result, may be deemed to have beneficial ownership over such securities. 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 OPI VI.
These securities are held of record by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII, and OrbiMed is the managing member of GP VIII. By virtue of such relationships, GP VIII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VIII and as a result, may be deemed to have beneficial ownership over such securities. 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 OPI VIII.
These securities are held of record by OrbiMed Genesis Master Fund, L.P. ("Genesis"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of Genesis, and 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 power and investment power over the securities held by Genesis and as a result, may be deemed to have beneficial ownership over such securities. 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.
Each of the Reporting Person, OrbiMed Advisors, GP VIII, GP VI, and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of her or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Person, OrbiMed Advisors, GP VIII, GP VI, or Genesis GP is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
These stock options vested on October 4, 2022.