SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Schiller Mark C.

(Last)

(First)

(Middle)

C/O KEZAR LIFE SCIENCES, INC.

4000 SHORELINE COURT, SUITE 300

(Street)

SOUTH SAN FRANCISCO

94080

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2024

3. Issuer Name and Ticker or Trading Symbol
Kezar Life Sciences, Inc. [ KZR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Legal Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	39,695⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	⁽²⁾	04/14/2029	Common Stock	50,000	$2.28	D
Employee Stock Option (right to buy)	⁽²⁾	09/05/2029	Common Stock	25,000	$2.28	D
Employee Stock Option (right to buy)	⁽²⁾	01/11/2030	Common Stock	52,500	$2.28	D
Employee Stock Option (right to buy)	⁽³⁾	01/07/2031	Common Stock	110,000	$2.28	D
Employee Stock Option (right to buy)	⁽⁴⁾	01/04/2032	Common Stock	130,000	$2.28	D
Employee Stock Option (right to buy)	⁽⁵⁾	01/07/2033	Common Stock	165,000	$2.28	D
Employee Stock Option (right to buy)	⁽⁶⁾	01/06/2034	Common Stock	250,000	$0.93	D

Explanation of Responses:

1. Includes 30,000 restricted stock units ("RSUs"). The RSUs will vest in two equal installments on July 2, 2024 and July 2, 2025, subject to the Reporting Person continuing to provide service through each such date.

2. Fully vested and exercisable.

3. One forty-eighth (1/48th) of the shares vested or shall vest on a monthly basis commencing on January 1, 2021, subject to the Reporting Person continuing to provide service through each such date.

4. One forty-eighth (1/48th) of the shares vested or shall vest on a monthly basis commencing on January 5, 2022, subject to the Reporting Person continuing to provide service through each such date.

5. One forty-eighth (1/48th) of the shares vested or shall vest on a monthly basis commencing on January 8, 2023, subject to the Reporting Person continuing to provide service through each such date.

6. One forty-eighth (1/48th) of the shares shall vest on a monthly basis commencing on January 7, 2024, subject to the Reporting Person continuing to provide service through each such date.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney

	/s/ Marc Belsky, Attorney-in-Fact	01/17/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.