0000899243-21-027016.txt : 20210701
0000899243-21-027016.hdr.sgml : 20210701
20210701190050
ACCESSION NUMBER: 0000899243-21-027016
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210113
FILED AS OF DATE: 20210701
DATE AS OF CHANGE: 20210701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gutry Phil
CENTRAL INDEX KEY: 0001653224
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40532
FILM NUMBER: 211067526
MAIL ADDRESS:
STREET 1: 400 E. PRATT STREET
STREET 2: SUITE 606
CITY: BALTIMORE
STATE: MD
ZIP: 21202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Graphite Bio, Inc.
CENTRAL INDEX KEY: 0001815776
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 844867570
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 279 EAST GRAND AVENUE, SUITE 430
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
BUSINESS PHONE: (650) 484-0886
MAIL ADDRESS:
STREET 1: 279 EAST GRAND AVENUE, SUITE 430
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
FORMER COMPANY:
FORMER CONFORMED NAME: Integral Medicines, Inc.
DATE OF NAME CHANGE: 20200622
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-01-13
0
0001815776
Graphite Bio, Inc.
GRPH
0001653224
Gutry Phil
C/O GRAPHITE BIO, INC.
279 EAST GRAND AVENUE, SUITE 430
SOUTH SAN FRANCISCO
CA
94080
0
1
0
0
CHIEF BUSINESS OFFICER
Common Stock
2021-01-15
4
M
0
91406
0.30
A
281962
D
Common Stock
2021-04-18
4
M
0
3383
6.11
A
285345
D
Common Stock
2021-06-29
4
C
0
8126
A
293471
D
Stock Option (right to buy)
0.30
2021-01-13
4
A
0
91406
0.00
A
2031-01-12
Common Stock
91406
91406
D
Stock Option (right to buy)
0.30
2021-01-15
4
M
0
91406
0.00
D
2031-01-12
Common Stock
91406
0
D
Series B Preferred Stock
2021-03-11
4
A
0
19763
5.06
A
Common Stock
8126
19763
D
Stock Option (right to buy)
6.11
2021-03-17
4
A
0
162410
0.00
A
2031-03-16
Common Stock
162410
162410
D
Stock Option (right to buy)
6.11
2021-03-17
4
A
0
69604
0.00
A
2031-03-16
Common Stock
69604
69604
D
Stock Option (right to buy)
6.11
2021-04-18
4
M
0
3383
0.00
D
2031-03-16
Common Stock
3383
159027
D
Series B Preferred Stock
2021-06-29
4
C
0
19763
0.00
D
Common Stock
8126
0
D
This transaction occurred prior to the Issuer's initial public offering ("IPO") and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3.
On June 21, 2021, the Issuer completed a one-for-2.432 reverse stock split of the Issuer's Common Stock ("Reverse Stock Split"). This amount has been adjusted to give effect to this Reverse Stock Split.
These shares of Series B Preferred Stock were convertible at any time at the holder's election and automatically converted on a 2.432-for-one basis into shares of the Issuer's common stock immediately upon the closing of the IPO without payment of additional consideration. The Series B Preferred Stock had no expiration date.
25% of the shares subject to such option vest and become exercisable when the Reporting Person completes twelve months of continuous service after October 5, 2020, and the remainder of the shares vest and become exercisable in substantially equal monthly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date. The option provides for an early exercise provision of unvested shares, subject to the Issuer's right to repurchase.
1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of March 17, 2021, subject to the Reporting Person's continuous service to the Issuer on each such date.
The option was granted subject to the achievement by the Company of performance vesting criteria. On June 29, 2021 the performance vesting criteria was met such that the option became reportable. 1/48th of the shares subject to such option vest and become exercisable in substantially equal monthly installments on each monthly anniversary of March 17, 2021, subject to the Reporting Person's continuous service to the Issuer on each such date.
/s/ Franco Valle, attorney-in-fact
2021-07-01