4//SEC Filing
Meng Lei 4
Accession 0000950170-24-007130
CIK 0001690585other
Filed
Jan 23, 7:00 PM ET
Accepted
Jan 24, 6:55 PM ET
Size
15.5 KB
Accession
0000950170-24-007130
Insider Transaction Report
Form 4
Meng Lei
Director
Transactions
- Award
Common Stock
2024-01-22$12.00/sh+1,500,000$18,000,000→ 2,717,554 total(indirect: See footnote) - Award
Pre-Funded Warrants (Right to Buy)
2024-01-22$12.00/sh+1,833,333$21,998,163→ 1,833,333 total(indirect: See footnote)Exercise: $0.00→ Common Stock (1,833,333 underlying)
Gregory Michael David
Director
Transactions
- Award
Pre-Funded Warrants (Right to Buy)
2024-01-22$12.00/sh+1,833,333$21,998,163→ 1,833,333 total(indirect: See footnote)Exercise: $0.00→ Common Stock (1,833,333 underlying) - Award
Common Stock
2024-01-22$12.00/sh+1,500,000$18,000,000→ 2,717,554 total(indirect: See footnote)
Witzke David Roy
Director
Transactions
- Award
Common Stock
2024-01-22$12.00/sh+1,500,000$18,000,000→ 2,717,554 total(indirect: See footnote) - Award
Pre-Funded Warrants (Right to Buy)
2024-01-22$12.00/sh+1,833,333$21,998,163→ 1,833,333 total(indirect: See footnote)Exercise: $0.00→ Common Stock (1,833,333 underlying)
Avidity Partners Management LP
Director
Transactions
- Award
Pre-Funded Warrants (Right to Buy)
2024-01-22$12.00/sh+1,833,333$21,998,163→ 1,833,333 total(indirect: See footnote)Exercise: $0.00→ Common Stock (1,833,333 underlying) - Award
Common Stock
2024-01-22$12.00/sh+1,500,000$18,000,000→ 2,717,554 total(indirect: See footnote)
Transactions
- Award
Common Stock
2024-01-22$12.00/sh+1,500,000$18,000,000→ 2,717,554 total(indirect: See footnote) - Award
Pre-Funded Warrants (Right to Buy)
2024-01-22$12.00/sh+1,833,333$21,998,163→ 1,833,333 total(indirect: See footnote)Exercise: $0.00→ Common Stock (1,833,333 underlying)
Footnotes (4)
- [F1]Consists of an aggregate of 1,500,000 shares of common stock purchased by clients of Avidity Partners Management LP from the Issuer in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
- [F2]The reported securities are held by clients of Avidity Partners Management LP and may be deemed to beneficially owned by (i) Avidity Partners Management LP, (ii) Avidity Partners Management (GP) LLC, the general partner of Avidity Partners Management LP and (iii) each of David Witzke and Michael Gregory, the managing members of Avidity Partners Management (GP) LLC. Lei Meng, an employee of Avidity Partners Management LP, is a director of the Issuer. Avidity Partners Management LP, Avidity Partners Management (GP) LLC, Mr. Witzke and Mr. Gregory may be considered directors by deputization due to their affiliation with Ms. Meng. Each Reporting Person disclaims beneficial ownership of these shares except to the extent of its, his or her pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- [F3]Consists of Pre-Funded Warrants to purchase up to an aggregate of 1,833,333 shares of common stock purchased by clients of Avidity Partners Management LP from the Issuer in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Exchange Act.
- [F4]The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise.
Documents
Issuer
Dianthus Therapeutics, Inc. /DE/
CIK 0001690585
Entity typeother
Related Parties
1- filerCIK 0001992281
Filing Metadata
- Form type
- 4
- Filed
- Jan 23, 7:00 PM ET
- Accepted
- Jan 24, 6:55 PM ET
- Size
- 15.5 KB