0001209191-22-055791.txt : 20221104
0001209191-22-055791.hdr.sgml : 20221104
20221104161607
ACCESSION NUMBER: 0001209191-22-055791
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221102
FILED AS OF DATE: 20221104
DATE AS OF CHANGE: 20221104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Alphabet Inc.
CENTRAL INDEX KEY: 0001652044
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362521
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-253-0000
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GV 2017 GP, L.L.C.
CENTRAL INDEX KEY: 0001733338
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362527
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-335-5278
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GV 2017 GP, L.P.
CENTRAL INDEX KEY: 0001733339
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362526
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-335-5278
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GV 2019, L.P.
CENTRAL INDEX KEY: 0001845041
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362522
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PKWY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-335-5278
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PKWY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GV 2017, L.P.
CENTRAL INDEX KEY: 0001733340
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362525
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-335-5278
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GV 2019 GP, L.L.C.
CENTRAL INDEX KEY: 0001845038
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362524
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PKWY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-335-5278
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PKWY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GV 2019 GP, L.P.
CENTRAL INDEX KEY: 0001845039
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40489
FILM NUMBER: 221362523
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PKWY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-335-5278
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PKWY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Verve Therapeutics, Inc.
CENTRAL INDEX KEY: 0001840574
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 824800132
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 201 BROOKLINE AVENUE
STREET 2: SUITE 601
CITY: BOSTON
STATE: MA
ZIP: 02215
BUSINESS PHONE: (978) 501-3026
MAIL ADDRESS:
STREET 1: 201 BROOKLINE AVENUE
STREET 2: SUITE 601
CITY: BOSTON
STATE: MA
ZIP: 02215
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-11-02
0
0001840574
Verve Therapeutics, Inc.
VERV
0001733338
GV 2017 GP, L.L.C.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
0001733339
GV 2017 GP, L.P.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
0001733340
GV 2017, L.P.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
0001845038
GV 2019 GP, L.L.C.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
0001845039
GV 2019 GP, L.P.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
0001845041
GV 2019, L.P.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
0001652044
Alphabet Inc.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
0
0
0
1
Member of 10% Group
Common Stock
2022-11-02
4
J
0
28651
0.00
D
6206594
I
By GV 2017 L.P.
Common Stock
2022-11-02
4
S
0
9349
34.7754
D
19302
I
By Alphabet Holdings LLC
Common Stock
2022-11-02
4
S
0
10372
36.2786
D
8930
I
By Alphabet Holdings LLC
Common Stock
2022-11-02
4
S
0
8930
36.775
D
0
I
By Alphabet Holdings LLC
Common Stock
2022-11-02
4
S
0
9350
34.7754
D
4377500
I
By GV 2019 L.P.
Common Stock
2022-11-02
4
S
0
10372
36.2786
D
4367128
I
By GV 2019 L.P.
Common Stock
2022-11-02
4
S
0
8930
36.775
D
4358198
I
By GV 2019 L.P.
Common Stock
2022-11-03
4
J
0
49569
0.00
D
6157025
I
By GV 2017 L.P.
Common Stock
2022-11-03
4
S
0
22279
32.3155
D
27290
I
By Alphabet Holdings LLC
Common Stock
2022-11-03
4
S
0
25535
33.1384
D
1755
I
By Alphabet Holdings LLC
Common Stock
2022-11-03
4
S
0
1755
33.8373
D
0
I
By Alphabet Holdings LLC
Common Stock
2022-11-03
4
S
0
22279
32.3155
D
4335919
I
By GV 2019 L.P.
Common Stock
2022-11-03
4
S
0
25534
33.1384
D
4310385
I
By GV 2019 L.P.
Common Stock
2022-11-03
4
S
0
1755
33.8373
D
4308630
I
By GV 2019 L.P.
The reported transaction represents a pro rata in-kind distribution, for no consideration, by GV 2017, L.P. (the "2017 Partnership") to its partners, which resulted in all of the securities reported in Column 4 of this row being distributed to the direct ownership of the 2017 Partnership's affiliate, Alphabet Holdings LLC ("Alphabet Holdings"). The aforementioned distribution was made in accordance with the exemptions afforded pursuant to Rules 16a-13 and/or 16a-9 promulgated under the Securities Exchange Act of 1934, as amended.
The securities reported in this row are directly held by the 2017 Partnership. The general partner of the 2017 Partnership is GV 2017 GP, L.P. (the "2017 GP"). The general partner of the 2017 GP is GV 2017 GP, L.L.C. ("GV 2017 LLC"). The sole managing member of GV 2017 LLC is Alphabet Holdings. The sole managing member of Alphabet Holdings is XXVI Holdings Inc. ("XXVI"). The sole controlling stockholder of XXVI is Alphabet Inc. Each of the 2017 GP, GV 2017 LLC, Alphabet Holdings, XXVI, and Alphabet Inc. may be deemed to have voting and investment discretion over the securities directly beneficially owned by the 2017 Partnership. Each of the aforementioned parties disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
This transaction was entered into pursuant to a Rule 10b5-1 plan previously adopted by the reporting person.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.56 to $35.29, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 4 and in footnotes 6 and 7 and 9 through 11 of this Form 4.
The securities reported in this row were directly held by Alphabet Holdings at the time of sale. As noted in footnote 2 above, XXVI is the sole member of Alphabet Holdings and Alphabet Inc. is the sole controlling stockholder of XXVI. Each of XXVI and Alphabet may be deemed to have voting and investment discretion over securities directly beneficially owned by Alphabet Holdings. Each of the aforementioned entities disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.60 to $36.595, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.60 to $37.03, inclusive.
The securities reported in this row are directly held by GV 2019, L.P. (the "2019 Partnership"). The general partner of the 2019 Partnership is GV 2019 GP, L.P. (the "2019 GP"). The general partner of the 2019 GP is GV 2019 GP, L.L.C. ("GV 2019 LLC"). The sole managing member of GV 2019 LLC is Alphabet Holdings. The sole managing member of Alphabet Holdings is XXVI. The sole controlling stockholder of XXVI is Alphabet Inc. Each of the 2019 GP, GV 2019 LLC, Alphabet Holdings, XXVI, and Alphabet Inc. may be deemed to have voting and investment discretion over the securities directly beneficially owned by the 2019 Partnership. Each of the aforementioned parties disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.62 to $32.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.62 to $33.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.62 to $34.27, inclusive.
/s/ Inga Goldbard, General Counsel of GV 2017 GP, L.L.C.
2022-11-04
/s/ Inga Goldbard, General Counsel of GV 2017 GP, L.P.
2022-11-04
/s/ Inga Goldbard, General Counsel of GV 2017, L.P.
2022-11-04
/s/ Inga Goldbard, General Counsel of GV 2019 GP, L.L.C.
2022-11-04
/s/ Inga Goldbard, General Counsel of GV 2019 GP, L.P.
2022-11-04
/s/ Inga Goldbard, General Counsel of GV 2019, L.P.
2022-11-04
/s/ Inga Goldbard, Attorney-in-Fact for Alphabet Inc.
2022-11-04