Form 4: Third Rock Ventures Distributes Maze Therapeutics Shares

Third Rock Ventures IV, L.P. distributed 1.6 million shares of Maze Therapeutics common stock to its partners for no consideration.

Summary

• Third Rock Ventures IV, L.P. (TRV IV) distributed 1,600,000 shares of Maze Therapeutics, Inc. common stock to its limited partners and its general partner, Third Rock Ventures GP IV, L.P. (TRV GP IV).
• The distribution was made for no consideration, representing each partner's pro rata interest in the shares.
• TRV GP IV subsequently distributed the shares it received to its own partners, also for no consideration and on a pro rata basis.
• The distributions were conducted in accordance with exemptions provided by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934.
• Following the reported transaction, TRV IV directly holds 4,473,958 shares of common stock.
• Third Rock Ventures V, L.P. (TRV V) indirectly holds 950,800 shares of common stock, as detailed in footnote 3.
• Multiple Third Rock Ventures entities (TRV IV, TRV GP IV, TRV GP IV LLC, TRV V, TRV GP V, TRV GP V LLC) are listed as reporting persons, each identifying as a Director and 10% Owner of Maze Therapeutics.
• The reporting persons disclaim beneficial ownership of shares except to the extent of their pecuniary interest and disclaim the existence of a Section 13(d) 'group' between the TRV IV and TRV V related parties.

Sentiment

Score: 5

Explanation: The filing is neutral as it reports a standard internal distribution of shares by a venture capital firm to its partners, not an open market transaction or a reflection of company performance.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding Maze Therapeutics' future performance or operations.

Management Comments

• Kevin Gillis, Chief Operating Officer of TRV GP IV, LLC (general partner of Third Rock Ventures GP IV, L.P., general partner of Third Rock Ventures IV, L.P.), signed the filing.
• Kevin Gillis, Chief Operating Officer of TRV GP V, LLC (general partner of Third Rock Ventures GP V, L.P., general partner of Third Rock Ventures V, L.P.), also signed the filing.

Industry Context

This Form 4 filing reflects a routine internal distribution of shares by a venture capital firm to its limited partners, a common practice as funds mature and distribute assets to investors. It does not indicate a change in investment strategy or a market sale by the firm, but rather a change in the direct beneficial ownership structure of a significant block of shares.

Related Party Transactions

• Third Rock Ventures IV, L.P. distributed shares to its limited partners and general partner for no consideration, which are considered related parties within the fund structure.

Stakeholder Impact

• The beneficial ownership of 1.6 million shares of Maze Therapeutics common stock has shifted from Third Rock Ventures IV, L.P. to its underlying limited partners and general partner.
• This internal transfer could potentially lead to an increase in the public float over time if the recipient partners decide to sell their newly acquired shares, though no immediate sale is indicated.

Key Dates

Recommendation

This filing reports a routine internal distribution of shares by a venture capital firm to its partners, not an open market sale or a new investment. It does not provide new information about Maze Therapeutics' operational or financial performance that would warrant a change in investment recommendation. Investors should hold their positions and monitor future company developments.

Keywords

Maze Therapeutics, MAZE, Third Rock Ventures, Form 4, Insider Transaction, Share Distribution, Beneficial Ownership