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Parabilis Medicines, Inc. reported that investment funds managed by Deerfield converted multiple series of preferred stock into voting common stock in connection with the company’s initial public offering. The Form 4 shows Deerfield Healthcare Innovations Fund, L.P. and Deerfield Private Design Fund III, L.P. acquiring an aggregate of 2,042,004 shares of voting common stock through automatic conversions coded as “C” transactions, all at a stated price of $0.00 per share. After these conversions, the preferred stock positions reported for Series A, B, C and D show zero remaining shares, indicating full conversion into common. The filing states that the Deerfield-affiliated reporting persons disclaim beneficial ownership beyond any indirect pecuniary interest.
Parabilis Medicines, Inc. reported that RA Capital–affiliated reporting persons filed a Form 4 for a compensation-related stock option grant linked to its common stock. The derivative award covers 20,215 shares of common stock at an exercise price of $20.00 per share and was granted at no cost.
The option vests in full on the earlier of June 9, 2027 or the date of Parabilis’ next annual stockholder meeting, subject to Dr. Simson’s continued service on that vesting date, and expires on June 8, 2036. Footnotes explain that under Dr. Simson’s arrangement with RA Capital’s investment adviser, the option is held for the benefit of RA Capital Healthcare Fund LP and RA Capital Nexus Fund III, L.P., and net proceeds from any exercise will offset advisory fees, with all reporting persons disclaiming beneficial ownership except for any pecuniary interest.
Parabilis Medicines, Inc. director Alexis Borisy received a grant of stock options covering 20,215 shares of common stock. The options have an exercise price of $20.00 per share and expire on June 8, 2036.
These options vest and become exercisable in full on the earlier of June 9, 2027 or the date of the company’s next annual meeting of stockholders, subject to Borisy’s continued service. Following this grant, Borisy holds 20,215 stock options directly, according to the filing.
Parabilis Medicines director Barbara Weber received a grant of stock options for 20,215 shares of common stock. The options have an exercise price of $20.00 per share and expire on June 8, 2036. They vest in full on the earlier of June 9, 2027 or the company’s next annual stockholder meeting, subject to her continued service.
Parabilis Medicines director Yeshwant Krishna received a grant of stock options as compensation. The award covers 20,215 options to buy common stock at an exercise price of $20.00 per share, expiring on June 8, 2036. These options vest and become exercisable in full on the earlier of June 9, 2027 or the company’s next annual meeting of stockholders, contingent on his continued service. After this grant, he holds 20,215 derivative securities directly.
Parabilis Medicines, Inc. director Edward M. Fitzgerald received a grant of stock options covering 20,215 shares of common stock. The options have an exercise price of $20.0000 per share and expire on June 8, 2036. The underlying 20,215 shares will vest and become exercisable in full on the earlier of June 9, 2027 or the date of the issuer's next annual meeting of stockholders, subject to his continued service on that vesting date.
Parabilis Medicines, Inc. director Jake Simson received a stock option grant covering 20,215 shares of common stock. The option has a conversion price of $20.00 per share and expires on June 8, 2036.
The option vests and becomes exercisable in full on the earlier of June 9, 2027 or the date of the company’s next annual stockholder meeting, as long as Simson continues to serve on the board through that vesting date. After this award, he holds 20,215 option-derived shares directly.
Parabilis Medicines, Inc. director Richard Klausner reported a compensation-related stock option grant. He received options covering 20,215 shares of common stock at an exercise price of $20.00 per share, with no cash paid at grant.
The options vest and become exercisable in full on the earlier of June 9, 2027 or the date of the company’s next annual meeting of stockholders, as long as he continues serving through that date. Following this award, he holds stock options for 20,215 underlying shares in this filing, reflecting a routine equity incentive grant rather than an open-market purchase or sale.
Parabilis Medicines director Alan Sebulsky received a grant of stock options, not common shares. He was awarded 39,792 options to buy Parabilis Medicines common stock at an exercise price of $20.00 per share. These options vest in 36 equal monthly installments starting June 9, 2026 and expire on June 8, 2036. After this grant, he holds 39,792 stock options directly.
Parabilis Medicines, Inc. entered into a stock purchase agreement with Regeneron Pharmaceuticals, Inc., under which Regeneron bought 4,166,666 shares of Parabilis voting common stock in a private placement completed alongside Parabilis’ initial public offering at a per share price equal to 90% of the IPO price of $20.00.
The shares were issued as unregistered securities under Section 4(a)(2) of the Securities Act to an institutional accredited investor and include piggyback registration rights for Regeneron. Parabilis also put in place a seventh amended and restated certificate of incorporation authorizing 800,000,000 shares of common stock and 10,000,000 shares of undesignated preferred stock, and updated its bylaws to align governance, including stockholder meeting and director nomination procedures, with its new public-company structure.