Large owner Versant Venture Capital Vi, L.P. sold $1,491,041 worth of shares (157,895 units at $9.44), disposed of 1,435,402 shares and acquired 48,945 shares (SEC Form 4)
$GLUE
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Monte Rosa Therapeutics, Inc. [ GLUE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/28/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 10/28/2024 | S | 89,990 | D | $9.6593(1) | 2,007,948 | I | See Footnote(2) | ||
| Common Stock | 10/28/2024 | J(3) | 1,019,867 | D | $0 | 4,079,469 | D(4) | |||
| Common Stock | 10/28/2024 | J(5) | 20,397 | A | $0 | 20,397 | I | See Footnote(6) | ||
| Common Stock | 10/28/2024 | J(7) | 20,397 | D | $0 | 0 | I | See Footnote(6) | ||
| Common Stock | 10/28/2024 | J(8) | 17,595 | A | $0 | 17,595 | I | See Footnote(9) | ||
| Common Stock | 10/28/2024 | J(10) | 17,595 | D | $0 | 0 | I | See Footnote(9) | ||
| Common Stock | 10/28/2024 | J(11) | 366,590 | D | $0 | 1,641,358 | I | See Footnote(2) | ||
| Common Stock | 10/28/2024 | J(12) | 5,499 | A | $0 | 5,499 | I | See Footnote(13) | ||
| Common Stock | 10/28/2024 | J(14) | 5,499 | D | $0 | 0 | I | See Footnote(13) | ||
| Common Stock | 10/28/2024 | J(15) | 5,454 | A | $0 | 5,454 | I | See Footnote(16) | ||
| Common Stock | 10/28/2024 | J(17) | 5,454 | D | $0 | 0 | I | See Footnote(16) | ||
| Common Stock | 10/29/2024 | S | 52,305 | D | $9.0815(18) | 1,589,053 | I | See Footnote(2) | ||
| Common Stock | 10/29/2024 | S | 15,600 | D | $9.4098(19) | 1,573,453 | I | See Footnote(2) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $9.50 to $10.00, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (1) to this Form 4. |
| 2. Shares held by Versant Vantage I, L.P. ("Versant Vantage I"). Versant Vantage I GP, L.P. ("Versant Vantage I GP") is the general partner of Versant Vantage I, and Versant Vantage I GP-GP, LLC ("Versant Vantage I GP-GP") is the general partner of Versant Vantage I GP. Each of Versant Vantage I GP-GP and Versant Vantage I GP may be deemed to share voting, investment and dispositive power over the shares held by Versant Vantage I and disclaims beneficial ownership of such shares, except to the extent of their respective pecuniary interests therein. |
| 3. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Venture Capital VI, L.P. ("Versant VI") to its partners. |
| 4. Shares held by Versant VI. Versant Ventures VI GP, L.P. ("Versant Ventures VI GP") is the general partner of Versant VI, and Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP") is the general partner of Versant Ventures VI GP. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP may be deemed to share voting, investment and dispositive power over the shares held by Versant VI and disclaims beneficial ownership of such shares, except to the extent of their respective pecuniary interests therein. |
| 5. Represents a change in the form of ownership of Versant Ventures VI GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant VI. |
| 6. Shares held by Versant Ventures VI GP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP and may be deemed to share voting, investment and dispositive power over the shares held by Versant Ventures VI GP and disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. |
| 7. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP to its partners. |
| 8. Represents a change in the form of ownership of Versant Ventures VI GP-GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Ventures VI GP. |
| 9. Shares held by Versant Ventures VI GP-GP. |
| 10. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP-GP to its members. |
| 11. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I to its partners. |
| 12. Represents a change in the form of ownership of Versant Vantage I GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I. |
| 13. Shares held by Versant Vantage I GP. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP and may be deemed to share voting, investment and dispositive power over the shares held by Versant Vantage I GP and disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. |
| 14. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP to its partners. |
| 15. Represents a change in the form of ownership of Versant Vantage I GP-GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I GP. |
| 16. Shares held by Versant Vantage I GP-GP. |
| 17. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP-GP to its members. |
| 18. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $8.36 to $9.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (18) to this Form 4. |
| 19. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $9.33 to $9.50, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (19) to this Form 4. |
| Versant Venture Capital VI, L.P. By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer | 10/30/2024 | |
| Versant Ventures VI GP, L.P., By: Versant Ventures VI GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer | 10/30/2024 | |
| Versant Ventures VI GP-GP, LLC By: /s/ Max Eisenberg Its: Chief Operating Officer | 10/30/2024 | |
| Versant Vantage I, LP By: Versant Vantage I GP, L.P. Its: General Partner By: Versant Vantage I GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer | 10/30/2024 | |
| Versant Vantage I GP, L.P., By: Versant Vantage I GP-GP, LLC Its: General Partner By: /s/ Max Eisenberg Its: Chief Operating Officer | 10/30/2024 | |
| Versant Vantage I GP-GP, LLC, By: /s/ Max Eisenberg Its: Chief Operating Officer | 10/30/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||