Fred E. Cohen - Feb 7, 2024 Form 3 Insider Report for Kyverna Therapeutics, Inc. (KYTX)

Role
Director, 10%+ Owner
Signature
By: /s/ Ryan Jones, as Attorney-in-Fact
Stock symbol
KYTX
Transactions as of
Feb 7, 2024
Transactions value $
$0
Form type
3
Date filed
2/7/2024, 09:58 PM
Previous filing
Sep 8, 2023
Next filing
Feb 14, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding KYTX Stock Option (Right to Buy) Feb 7, 2024 Common Stock 33K $4.83 Direct F1
holding KYTX Series A-1 Redeemable Convertible Preferred Stock Feb 7, 2024 Common Stock 967K See Footnote F2, F3
holding KYTX Series A-2 Redeemable Convertible Preferred Stock Feb 7, 2024 Common Stock 1.94M See Footnote F2, F3
holding KYTX Series B Redeemable Convertible Preferred Stock Feb 7, 2024 Common Stock 1.62M See Footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 25% of the original number of shares subject to the option shall vest on January 1, 2025, and 1/48th of the original number of shares subject to the option shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service.
F2 The Series A-1, Series A-2 and Series B Redeemable Convertible Preferred Stock has no expiration date and is convertible into the Issuer's Common Stock on a 1-for-4.5511 basis at any time. The number of underlying shares of Common Stock reported in Column 3 reflects an automatic conversion of each outstanding share of Series A-1, Series A-2 and Series B Redeemable Convertible Preferred Stock into shares of Common Stock at a ratio of 1-for-4.5511 to be effective immediately prior to the closing of the Issuer's initial public offering.
F3 Shares held directly by Vida Ventures, LLC ("Vida"). Vida Ventures Advisors, LLC is the investment advisor to Vida. Dr. Arie Belldegrun, Leonard Potter and the Reporting Person are the managing members of Vida Ventures Advisors, LLC, and may be deemed to share voting and dispositive power over the shares held by Vida, but each disclaims beneficial ownership of the shares held by Vida except to the extent of such person's pecuniary interest therein, if any.

Remarks:

Exhibit 24 - Power of Attorney