Home/Filings/4/0000950170-24-012830

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THIEL PETER 4

Accession 0000950170-24-012830

CIK 0001572616other

View on SEC.gov Company Profile

Filed

Feb 7, 7:00 PM ET

Accepted

Feb 8, 4:35 PM ET

Size

28.7 KB

Accession

0000950170-24-012830

Insider Transaction Report

Form 4

Period: 2024-02-06

Fractyl Health, Inc.GUTS

Mithril LP

10% Owner

Transactions

Conversion
Common Stock
2024-02-06+5,160,301→ 5,160,301 total
Purchase
Common Stock
2024-02-06$15.00/sh+333,333$4,999,995→ 1,251,900 total(indirect: See footnote)
Conversion
Common Stock
2024-02-06+918,567→ 918,567 total(indirect: See footnote)
Conversion
Series C-1 Preferred Stock
2024-02-06−4,025,764→ 0 total
→ Common Stock (1,875,938 underlying)
Conversion
Series E Preferred Stock
2024-02-06−373,021→ 0 total(indirect: See footnote)
→ Common Stock (173,821 underlying)
Conversion
Series C-2 Preferred Stock
2024-02-06−6,502,796→ 0 total
→ Common Stock (3,030,193 underlying)
Conversion
Series D Preferred Stock
2024-02-06−545,450→ 0 total
→ Common Stock (254,170 underlying)
Conversion
Series F Preferred Stock
2024-02-06−1,598,225→ 0 total(indirect: See footnote)
→ Common Stock (744,746 underlying)

Mithril II GP LP

10% Owner

Transactions

Conversion
Common Stock
2024-02-06+5,160,301→ 5,160,301 total
Conversion
Common Stock
2024-02-06+918,567→ 918,567 total(indirect: See footnote)
Conversion
Series C-1 Preferred Stock
2024-02-06−4,025,764→ 0 total
→ Common Stock (1,875,938 underlying)
Conversion
Series D Preferred Stock
2024-02-06−545,450→ 0 total
→ Common Stock (254,170 underlying)
Conversion
Series E Preferred Stock
2024-02-06−373,021→ 0 total(indirect: See footnote)
→ Common Stock (173,821 underlying)
Purchase
Common Stock
2024-02-06$15.00/sh+333,333$4,999,995→ 1,251,900 total(indirect: See footnote)
Conversion
Series C-2 Preferred Stock
2024-02-06−6,502,796→ 0 total
→ Common Stock (3,030,193 underlying)
Conversion
Series F Preferred Stock
2024-02-06−1,598,225→ 0 total(indirect: See footnote)
→ Common Stock (744,746 underlying)

Mithril II UGP LLC

10% Owner

Transactions

Conversion
Common Stock
2024-02-06+918,567→ 918,567 total(indirect: See footnote)
Conversion
Series C-2 Preferred Stock
2024-02-06−6,502,796→ 0 total
→ Common Stock (3,030,193 underlying)
Conversion
Common Stock
2024-02-06+5,160,301→ 5,160,301 total
Purchase
Common Stock
2024-02-06$15.00/sh+333,333$4,999,995→ 1,251,900 total(indirect: See footnote)
Conversion
Series C-1 Preferred Stock
2024-02-06−4,025,764→ 0 total
→ Common Stock (1,875,938 underlying)
Conversion
Series D Preferred Stock
2024-02-06−545,450→ 0 total
→ Common Stock (254,170 underlying)
Conversion
Series E Preferred Stock
2024-02-06−373,021→ 0 total(indirect: See footnote)
→ Common Stock (173,821 underlying)
Conversion
Series F Preferred Stock
2024-02-06−1,598,225→ 0 total(indirect: See footnote)
→ Common Stock (744,746 underlying)

THIEL PETER

10% Owner

Transactions

Conversion
Series C-1 Preferred Stock
2024-02-06−4,025,764→ 0 total
→ Common Stock (1,875,938 underlying)
Conversion
Series D Preferred Stock
2024-02-06−545,450→ 0 total
→ Common Stock (254,170 underlying)
Conversion
Common Stock
2024-02-06+5,160,301→ 5,160,301 total
Conversion
Common Stock
2024-02-06+918,567→ 918,567 total(indirect: See footnote)
Conversion
Series C-2 Preferred Stock
2024-02-06−6,502,796→ 0 total
→ Common Stock (3,030,193 underlying)
Conversion
Series E Preferred Stock
2024-02-06−373,021→ 0 total(indirect: See footnote)
→ Common Stock (173,821 underlying)
Purchase
Common Stock
2024-02-06$15.00/sh+333,333$4,999,995→ 1,251,900 total(indirect: See footnote)
Conversion
Series F Preferred Stock
2024-02-06−1,598,225→ 0 total(indirect: See footnote)
→ Common Stock (744,746 underlying)

MITHRIL II LP

10% Owner

Transactions

Conversion
Common Stock
2024-02-06+5,160,301→ 5,160,301 total
Purchase
Common Stock
2024-02-06$15.00/sh+333,333$4,999,995→ 1,251,900 total(indirect: See footnote)
Conversion
Series D Preferred Stock
2024-02-06−545,450→ 0 total
→ Common Stock (254,170 underlying)
Conversion
Series E Preferred Stock
2024-02-06−373,021→ 0 total(indirect: See footnote)
→ Common Stock (173,821 underlying)
Conversion
Common Stock
2024-02-06+918,567→ 918,567 total(indirect: See footnote)
Conversion
Series C-1 Preferred Stock
2024-02-06−4,025,764→ 0 total
→ Common Stock (1,875,938 underlying)
Conversion
Series C-2 Preferred Stock
2024-02-06−6,502,796→ 0 total
→ Common Stock (3,030,193 underlying)
Conversion
Series F Preferred Stock
2024-02-06−1,598,225→ 0 total(indirect: See footnote)
→ Common Stock (744,746 underlying)

Mithril GP LP

10% Owner

Transactions

Conversion
Series C-2 Preferred Stock
2024-02-06−6,502,796→ 0 total
→ Common Stock (3,030,193 underlying)
Conversion
Common Stock
2024-02-06+5,160,301→ 5,160,301 total
Conversion
Common Stock
2024-02-06+918,567→ 918,567 total(indirect: See footnote)
Purchase
Common Stock
2024-02-06$15.00/sh+333,333$4,999,995→ 1,251,900 total(indirect: See footnote)
Conversion
Series C-1 Preferred Stock
2024-02-06−4,025,764→ 0 total
→ Common Stock (1,875,938 underlying)
Conversion
Series D Preferred Stock
2024-02-06−545,450→ 0 total
→ Common Stock (254,170 underlying)
Conversion
Series E Preferred Stock
2024-02-06−373,021→ 0 total(indirect: See footnote)
→ Common Stock (173,821 underlying)
Conversion
Series F Preferred Stock
2024-02-06−1,598,225→ 0 total(indirect: See footnote)
→ Common Stock (744,746 underlying)

Footnotes (3)

[F1]In connection with the closing of the Issuer's initial public offering, each share of preferred stock automatically converted into 0.466 shares of the Issuer's common stock in accordance with the terms of such preferred stock.
[F2]Represents securities held by Mithril LP ("LP"). Mithril GP LP ("GP LP") is the general partner of LP and may be deemed to have shared voting and dispositive power with respect to the securities held by LP. Ajay Royan, a member of the Issuer's board of directors, is the authorized person of GP LP. Mr. Royan and Peter Thiel are the members of the investment committee of GP LP, and in such capacities may be deemed to have beneficial ownership of the securities held by LP. Each of GP LP and Mr. Thiel disclaims such beneficial ownership except to the extent of its and his respective pecuniary interest therein, if any. Mr. Royan is a director of the Issuer and files separate Section 16 reports.
[F3]Represents securities held by Mithril II LP ("II LP"). Mithril II UGP LLC ("UGP II") is the general partner of Mithril II GP LP ("GP II"), which is the general partner of II LP, and each of UGP II and GP II may be deemed to have shared voting and dispositive power with respect to the securities held by II LP. Mr. Royan is the sole managing member of UGP II. Messrs. Royan and Thiel are the members of the investment committee of GP II, and in such capacities may be deemed to have beneficial ownership of the securities held by II LP. Each of UGP II, GP II and Mr. Thiel disclaims such beneficial ownership except to the extent of its and his respective pecuniary interest therein, if any. Mr. Royan is a director of the Issuer and files separate Section 16 reports.

Documents

1 file

4
ownership.xmlPrimary
4

Issuer

Fractyl Health, Inc.

CIK 0001572616

→

Entity typeother

Related Parties

filerCIK 0001211060

Filing Metadata

Form type: 4
Filed: Feb 7, 7:00 PM ET
Accepted: Feb 8, 4:35 PM ET
Size: 28.7 KB

View on SEC.gov