Electra Therapeutics director reports preferred holdings
Form 3 for Electra Therapeutics director Carl L. Gordon details OrbiMed-affiliated preferred stock positions convertible at IPO and a director stock option grant.
Rhea-AI Filing Summary
Electra Therapeutics, Inc. (ETRA) reported initial insider holdings for director Carl L. Gordon. The filing lists indirect interests in Series A, B and C Convertible Preferred Stock, each automatically convertible into Common Stock on the closing of Electra’s initial public offering, with no expiration date.
The preferred shares are held by OrbiMed Private Investments VII, LP and OrbiMed Genesis Master Fund, L.P.; related OrbiMed entities, including OrbiMed Advisors LLC and its management committee (which includes Carl L. Gordon), may be deemed to share voting and investment power, while each individual member disclaims beneficial ownership. Gordon also holds a Director Stock Option over 22,632 shares of Common Stock at an exercise price of $15.00 per share, vesting on the earlier of September 17, 2027 and the next annual stockholder meeting, and expiring on September 16, 2036.
Positive
- None.
Negative
- None.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
GORDON CARL L
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series A Convertible Preferred Stock F1, F2 | -- | -- | -- |
| holding | Series B Convertible Preferred Stock F1, F2 | -- | -- | -- |
| holding | Series C Convertible Preferred Stock F1, F3 | -- | -- | -- |
| holding | Series C Convertible Preferred Stock F1, F2 | -- | -- | -- |
| holding | Director Stock Option (right to buy) F4 | -- | -- | -- |
Holdings After Transaction:
Series A Convertible Preferred Stock — 2,002,310 contracts (Indirect, See footnote);
Series B Convertible Preferred Stock — 1,087,934 contracts (Indirect, See footnote);
Series C Convertible Preferred Stock — 2,461,593 contracts (Indirect, See footnote);
Director Stock Option (right to buy) — 22,632 contracts (Direct)
Footnotes (4)
- F1. Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") will automatically convert into 1 share of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock has no expiration date.
- F2. These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII.
- F3. These securities are held directly by OrbiMed Genesis Master Fund, L.P. ("OrbiMed Genesis"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of OrbiMed Genesis. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OrbiMed Genesis and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OrbiMed Genesis.
- F4. The shares subject to this option shall vest on the earlier of September 17, 2027 and the date of the next annual meeting of the Issuer's stockholders
Key Figures
Series A Preferred underlying Common Stock: 2,002,310 shares
Series B Preferred underlying Common Stock: 1,087,934 shares
Series C Preferred underlying Common Stock (OrbiMed Genesis): 758,279 shares
+4 more
7 metrics
Series A Preferred underlying Common Stock
2,002,310 shares
Underlying Common Stock from Series A Convertible Preferred Stock, indirectly held
Series B Preferred underlying Common Stock
1,087,934 shares
Underlying Common Stock from Series B Convertible Preferred Stock, indirectly held
Series C Preferred underlying Common Stock (OrbiMed Genesis)
758,279 shares
Underlying Common Stock from Series C Convertible Preferred Stock, indirectly held via OrbiMed Genesis
Series C Preferred underlying Common Stock (OPI VII)
1,703,314 shares
Underlying Common Stock from Series C Convertible Preferred Stock, indirectly held via OPI VII
Director Stock Option underlying shares
22,632 shares
Common Stock subject to director stock option held directly by Carl L. Gordon
Director Stock Option exercise price
$15.00 per share
Exercise price of director stock option over 22,632 shares of Common Stock
Director Stock Option expiration
September 16, 2036
Expiration date of Carl L. Gordon’s director stock option
Key Terms
Series A Convertible Preferred Stock, initial public offering, beneficial ownership, Director Stock Option (right to buy), +1 more
5 terms
Series A Convertible Preferred Stock financial
"Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred"
Series A convertible preferred stock is a class of shares sold in an early funding round that gives investors a mix of protection and upside: it pays a priority claim over common shares if the company is sold or closes, but can be converted into ordinary shares to share in future growth. Think of it like a hybrid between a safer stake and a ticket to ownership; it matters to investors because it affects who controls the company, how future gains are split, and how much their investment is protected from downside.
initial public offering financial
"will automatically convert into 1 share of Common Stock upon the closing of the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
beneficial ownership regulatory
"may be deemed to have beneficial ownership over such securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Director Stock Option (right to buy) financial
"Director Stock Option (right to buy)"
management committee financial
"OrbiMed Advisors exercises voting and investment power through a management committee"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does the Form 3 filing disclose about Electra Therapeutics (ETRA) director Carl L. Gordon?
It discloses Carl L. Gordon’s initial report of indirect interests in Series A, B and C Convertible Preferred Stock of Electra Therapeutics and a Director Stock Option over 22,632 shares of Common Stock, including the entities through which these interests are held and related disclaimers.
What are the key terms of Carl L. Gordon’s director stock option in Electra Therapeutics (ETRA)?
The Director Stock Option covers 22,632 shares of Common Stock at an exercise price of $15.00 per share, expiring on September 16, 2036. It vests on the earlier of September 17, 2027 and the date of Electra’s next annual meeting of stockholders.
AI-generated analysis. How Rhea-AI works. Not financial advice.
