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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.
Parabilis Medicines is registering a primary offering of 33,500,000 shares of voting common stock at an initial public offering price of $20.00 per share. The prospectus states the offering will generate gross proceeds of $670,000,000 and estimated net proceeds to the company of approximately $618.2 million.
The filing discloses a concurrent private placement in which Regeneron has agreed to buy 4,166,666 shares for approximately $75.0 million at a price equal to 90% of the IPO price; that private placement will close concurrently with this offering but the IPO is not contingent on Regeneron’s purchase. Pro forma outstanding shares are presented as 116,564,570 shares immediately after this offering and the concurrent private placement, and 121,589,570 shares if the underwriters’ overallotment is exercised in full.
Parabilis Medicines, Inc. directors and affiliated RA Capital entities filed an initial statement of beneficial ownership showing indirect holdings of preferred stock that can convert into Voting Common Stock. The filing lists 1,083,130 underlying shares from Series F Preferred Stock and another 6,137,734 underlying shares from a separate Series F position. It also reports 104,751 and 419,006 underlying Voting Common Stock shares from two Series E Preferred Stock positions. Footnotes state each Series E share converts on a 1 to 0.6524 basis and each Series F share on a 1 to 0.6498 basis, at the option of the holder, and that all such preferred stock will automatically convert into the listed numbers of common shares immediately before the IPO without payment of consideration. The RA Capital adviser, its funds and managing members disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests.
Parabilis Medicines, Inc. director and President & CEO Mammen Mathai filed an initial ownership report detailing several stock option awards over common stock. The filing lists options with exercise prices of $1.48, $3.14, and $3.43 per share, expiring between 2033 and 2036. Footnotes explain that these options vest in monthly installments, in some cases starting in March 2024 and February 2026, with one grant also contingent on achieving specified performance objectives and continued service.