Form 4: SR One Capital Management and Simeon George Report Beneficial Ownership Changes in Zenas BioPharma Following IPO

SR One Capital Management and Simeon George report changes in beneficial ownership of Zenas BioPharma common stock following the conversion of preferred stock in connection with the company's initial public offering.

Summary

• On September 16, 2024, SR One Capital Management, LLC and Simeon George reported changes in their beneficial ownership of Zenas BioPharma, Inc. common stock.
• The changes are due to the automatic conversion of Series C Convertible Preferred Stock into common stock at a ratio of 8.6831-for-1 upon the closing of Zenas BioPharma's initial public offering (IPO).
• SR One Capital Fund II Aggregator, LP now holds 1,505,388 shares of common stock.
• AMZL, LP now holds 501,796 shares of common stock.
• SR One Capital Opportunities Fund I, LP now holds 669,061 shares of common stock.
• Additionally, SR One Capital Management purchased 441,176 shares of common stock at $17 per share, resulting in a total holding of 1,946,564 shares through SR One Capital Fund II Aggregator, LP.
• Another purchase of 1,352,942 shares of common stock at $17 per share resulted in a total holding of 1,854,738 shares through AMZL, LP.
• A further purchase of 441,176 shares of common stock at $17 per share resulted in a total holding of 1,110,237 shares through SR One Capital Opportunities Fund I, LP.
• Simeon George, as the managing member of SR One Capital Management, LLC, may be deemed to have shared power to vote or dispose of these shares but disclaims beneficial ownership except to the extent of any pecuniary interest.

Sentiment

Score: 7

Explanation: The document primarily reflects standard regulatory filings related to an IPO. The sentiment is neutral to slightly positive due to the completion of the IPO and continued investment by SR One Capital Management.

Positives

• The conversion of preferred stock to common stock simplifies the capital structure of Zenas BioPharma following its IPO.
• SR One Capital Management's continued investment in Zenas BioPharma, as evidenced by the purchase of additional shares, could be seen as a positive signal.

Industry Context

Form 4 filings are standard practice after significant transactions like IPOs, providing transparency into the ownership structure of publicly traded companies. This filing indicates the conversion of preferred shares held by major investors into common stock following the IPO, which is a typical step in the process.

Comparison to Industry Standards

• Form 4 filings are a standard regulatory requirement for insiders and major shareholders of publicly traded companies in the United States.
• The reporting requirements are governed by Section 16(a) of the Securities Exchange Act of 1934.
• Similar filings are made by insiders of companies like Pfizer, Johnson & Johnson, and Amgen, providing transparency into their stock ownership and transactions.

Stakeholder Impact

• Shareholders: Provides transparency regarding ownership changes post-IPO.
• Employees: May have a minor impact on employee morale due to the completion of the IPO.
• Customers: Unlikely to have a direct impact on customers.
• Suppliers: Unlikely to have a direct impact on suppliers.
• Creditors: Unlikely to have a direct impact on creditors.

Key Dates