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Filing Details

Accession Number:: 0000929638-24-001046
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-03-18 17:59:40
Reporting Period:: 2024-03-14

Accepted Time:: 2024-03-18 17:59:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1790340	Immuneering Corp	IMRX	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1583977	Cormorant Asset Management, Lp	200 Clarendon Street 52Nd Floor Boston MA 02116	No	No	No	No
1599214	Bihua Chen	C/O Cormorant Asset Management, Lp 200 Clarendon Street, 52Nd Floor Boston MA 02116	No	No	No	No
1618442	Cormorant Global Healthcare Master Fund, Lp	200 Clarendon Street 52Nd Floor Boston MA 02116	No	No	No	No
1817320	Cormorant Private Healthcare Fund Iii Lp	200 Clarendon Street 52Nd Floor Boston MA 02116	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
Class A Common Stock	Disposition	2024-03-14	345,266	$3.24	3,859,098	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-03-14	98,570	$4.25	3,760,528	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-03-14	54,215	$5.37	3,706,313	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-03-14	11,040	$5.97	3,695,273	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-03-15	400,000	$2.14	3,295,273	No	4	S	Indirect	See Footnote

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

Footnotes

Represents the weighted average sale price of shares of Class A Common Stock sold in a series of open market transactions on the transaction date at prices ranging from $2.90 to $3.895 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission (the "SEC"), the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price. All of these shares were sold by the Master Fund (as defined below).
Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and Cormorant Private Healthcare Fund III, LP ("Fund III"). Cormorant Global Healthcare GP, LLC ("GP LLC") and Cormorant Private Healthcare GP III, LLC ("GP III") serve as General Partner of the Master Fund and Fund III, respectively. Bihua Chen serves as manager of Cormorant, GP LLC and GP III. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.
Represents (i) 1,651,513 shares of Class A Common Stock beneficially owned by the Master Fund and (ii) 2,207,585 shares of Class A Common Stock beneficially owned by Fund III.
Represents the weighted average sale price of shares of Class A Common Stock sold in a series of open market transactions on the transaction date at prices ranging from $3.90 to $4.895 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price. All of these shares were sold by the Master Fund.
Represents (i) 1,552,943 shares of Class A Common Stock beneficially owned by the Master Fund and (ii) 2,207,585 shares of Class A Common Stock beneficially owned by Fund III.
Represents the weighted average sale price of shares of Class A Common Stock sold in a series of open market transactions on the transaction date at prices ranging from $4.90 to $5.89 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price. All of these shares were sold by the Master Fund.
Represents (i) 1,498,728 shares of Class A Common Stock beneficially owned by the Master Fund and (ii) 2,207,585 shares of Class A Common Stock beneficially owned by Fund III.
Represents the weighted average sale price of shares of Class A Common Stock sold in a series of open market transactions on the transaction date at prices ranging from $5.90 to $6.18 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price. All of these shares were sold by the Master Fund.
Represents (i) 1,487,688 shares of Class A Common Stock beneficially owned by the Master Fund and (ii) 2,207,585 shares of Class A Common Stock beneficially owned by Fund III.
Represents the weighted average sale price of shares of Class A Common Stock sold in a series of open market transactions on the transaction date at prices ranging from $1.90 to $2.82 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price. All of these shares were sold by the Master Fund.
Represents (i) 1,087,688 shares of Class A Common Stock beneficially owned by the Master Fund and (ii) 2,207,585 shares of Class A Common Stock beneficially owned by Fund III.