0000899243-23-013992.txt : 20230526 0000899243-23-013992.hdr.sgml : 20230526 20230526200011 ACCESSION NUMBER: 0000899243-23-013992 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230524 FILED AS OF DATE: 20230526 DATE AS OF CHANGE: 20230526 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AFEYAN NOUBAR CENTRAL INDEX KEY: 0001222012 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39941 FILM NUMBER: 23971105 MAIL ADDRESS: STREET 1: C/O FLAGSHIP PIONEERING, INC. STREET 2: 55 CAMBRIDGE PARKWAY, SUITE 800E CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Flagship Ventures Fund V, L.P. CENTRAL INDEX KEY: 0001627639 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39941 FILM NUMBER: 23971107 BUSINESS ADDRESS: STREET 1: ONE MEMORIAL DRIVE, 7TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-868-1888 MAIL ADDRESS: STREET 1: ONE MEMORIAL DRIVE, 7TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Flagship Ventures Fund V General Partner LLC CENTRAL INDEX KEY: 0001724575 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39941 FILM NUMBER: 23971108 BUSINESS ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 800E CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-868-1888 MAIL ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 800E CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Flagship V VentureLabs Rx Fund, L.P. CENTRAL INDEX KEY: 0001724939 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39941 FILM NUMBER: 23971106 BUSINESS ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 800E CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-868-1888 MAIL ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 800E CITY: CAMBRIDGE STATE: MA ZIP: 02142 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sana Biotechnology, Inc. CENTRAL INDEX KEY: 0001770121 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 188 EAST BLAINE STREET, SUITE 400 CITY: SEATTLE STATE: WA ZIP: 98102 BUSINESS PHONE: (206) 701-7914 MAIL ADDRESS: STREET 1: 188 EAST BLAINE STREET, SUITE 400 CITY: SEATTLE STATE: WA ZIP: 98102 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-24 0 0001770121 Sana Biotechnology, Inc. SANA 0001724575 Flagship Ventures Fund V General Partner LLC 55 CAMBRIDGE PARKWAY SUITE 800E CAMBRIDGE MA 02142 0 0 1 0 0001627639 Flagship Ventures Fund V, L.P. 55 CAMBRIDGE PARKWAY, SUITE 800E CAMBRIDGE MA 02142 0 0 1 0 0001724939 Flagship V VentureLabs Rx Fund, L.P. 55 CAMBRIDGE PARKWAY, SUITE 800E CAMBRIDGE MA 02142 0 0 1 0 0001222012 AFEYAN NOUBAR 55 CAMBRIDGE PARKWAY, SUITE 800E CAMBRIDGE MA 02142 0 0 1 0 0 Common Stock 2023-05-24 4 S 0 308290 6.5652 D 11276909 I By Flagship Ventures Fund V, L.P. Common Stock 2023-05-24 4 S 0 39580 6.5652 D 1447791 I By Flagship V VentureLabs Rx Fund, L.P. Common Stock 2023-05-25 4 S 0 102245 6.3522 D 11174664 I By Flagship Ventures Fund V, L.P. Common Stock 2023-05-25 4 S 0 13127 6.3522 D 1434664 I By Flagship V VentureLabs Rx Fund, L.P. Common Stock 2023-05-26 4 S 0 72670 6.2265 D 11101994 I By Flagship Ventures Fund V, L.P. Common Stock 2023-05-26 4 S 0 9330 6.2265 D 1425334 I By Flagship V VentureLabs Rx Fund, L.P. Common Stock 11441326 I By Flagship VentureLabs V, LLC Common Stock 9725122 I By Flagship Pioneering Fund VI, L.P. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.50 to $6.99, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. Represents shares held directly by Flagship Ventures Fund V, L.P. ("Flagship Fund V"). Flagship Ventures Fund V General Partner LLC ("Flagship V GP") is the general partner of Flagship Fund V. Noubar B. Afeyan, Ph.D. is the sole manager of Flagship V GP. Each of the reporting persons except Flagship Fund V disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. Represents shares held directly by Flagship V VentureLabs Rx Fund, L.P. ("Flagship Fund V Rx"). Flagship V GP is the general partner of Flagship Fund V Rx. Each of the reporting persons except Flagship Fund V Rx disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.30 to $6.56, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.08 to $6.43, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. Represents shares held directly by Flagship VentureLabs V LLC. ("VentureLabs V"). VentureLabs V Manager LLC ("VentureLabs V Manager") is the manager of VentureLabs V. Flagship Pioneering, Inc. ("Flagship Pioneering") is the manager of VentureLabs V Manager. Dr. Afeyan is the CEO and sole stockholder of Flagship Pioneering. Each of the reporting persons except VentureLabs V disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. Represents shares held directly by Flagship Pioneering Fund VI, L.P. ("Flagship Fund VI"). Flagship Pioneering Fund VI General Partner LLC ("Flagship Fund VI GP") is the general partner of Flagship Fund VI. Flagship Pioneering is the manager of Flagship Fund VI GP. Each of the reporting persons except Flagship Fund VI disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. Flagship Ventures Fund V General Partner LLC, By: /s/ Noubar B. Afeyan, Ph.D., Title: Manager 2023-05-26 Flagship Ventures Fund V, L.P., By: Flagship Ventures Fund V General Partner LLC, its General Partner, By: /s/ Noubar B. Afeyan, Ph.D., Title: Manager 2023-05-26 Flagship V VentureLabs Rx Fund, L.P., By: Flagship Ventures Fund V General Partner LLC, its General Partner, By: /s/ Noubar B. Afeyan, Ph.D., Title: Manager 2023-05-26 /s/ Noubar B. Afeyan, Ph.D. 2023-05-26