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Filing Details

Accession Number:: 0000947871-25-000120
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-02-10 16:28:39
Reporting Period:: 2025-02-10

Accepted Time:: 2025-02-10 16:28:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
2036042	Sionna Therapeutics Inc.	SION	()	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1055951	Orbimed Advisors Llc	601 Lexington Avenue 54Th Floor New York NY 10022		Yes	No	No	No
1845804	Orbimed Capital Gp Viii Llc	601 Lexington Avenue 54Th Floor New York NY 10022		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	2025-02-10	3,154,959	$0.00	3,154,959	No	4	C	Indirect	See footnotes
Common Stock	Acquisiton	2025-02-10	550,000	$18.00	3,704,959	No	4	P	Indirect	See footnotes

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

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	2025-02-10	2,560,951	$0.00	1,752,755	$0.00
Common Stock	Series C convertible preferred stock	Disposition	2025-02-10	2,048,760	$0.00	1,402,204	$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

Each share of Series B convertible preferred stock and Series C convertible preferred stock (collectively, the "Preferred Stock") automatically converted into shares of the Issuer's Common Stock on a one-for-1.4611 basis upon the closing of the Issuer's initial public offering on February 10, 2025. The Preferred Stock had no expiration date.
Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering.
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 Advisors LLC ("Advisors") is the managing member of GP VIII. By virtue of such relationships, GP VIII and Advisors may be deemed to have voting and investment power with respect to the shares held by OPI VIII and as a result may be deemed to have beneficial ownership of such shares. Advisors exercises investment and voting 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.
This report on Form 4 is jointly filed by Advisors and GP VIII. Each of the Reporting Persons 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 its pecuniary interest therein, if any. The Reporting Persons have designated a representative, Peter A. Thompson, a member of Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.