CORRESP 1 filename1.htm CORRESP

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Morgan Stanley & Co. LLC

1585 Broadway

New York, New York 10036

Leerink Partners LLC

1301 Avenue of the Americas, 12th Floor

New York, New York 10019

February 5, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549-3720

Attention: Jenn Do, Vanessa Robertson, Daniel Crawford and Tim Buchmiller

 

Re:

Kyverna Therapeutics, Inc.

Registration Statement on Form S-1, as amended

File No. 333-276523

Request for Acceleration of Effective Date

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Kyverna Therapeutics, Inc. (the “Company”) for acceleration of the effective date of the above-referenced Registration Statement on Form S-1 so that it becomes effective as of 4:00 p.m. Eastern time on February 7, 2024, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Paul Hastings LLP, orally request that such Registration Statement be declared effective.

Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Remainder of Page Intentionally Left Blank; Signature Page Follows]


Very truly yours,
J.P. MORGAN SECURITIES LLC
MORGAN STANLEY & CO. LLC
LEERINK PARTNERS LLC
For themselves and on behalf of the
several Underwriters listed
in Schedule 1 of the Underwriting Agreement
J.P. MORGAN SECURITIES LLC
By:  

/s/ Benjamin Burdett

Name: Benjamin Burdett
Title: Managing Director
MORGAN STANLEY & CO. LLC
By:  

/s/ Chirag D. Surti

Name: Chirag D. Surti
Title: Executive Director
LEERINK PARTNERS LLC
By:  

/s/ Murphy Gallagher

Name: Murphy Gallagher
Title: Senior Managing Director

[Signature Page to Underwriters’ Acceleration Request]